ASX ANNOUNCEMENT

[Link] Holdings Limited ABN 41 093 000 456

Wednesday 28 August 2013
For personal use only

FY13 Results and ASIC Audited Accounts

Please find attached (in accordance with Listing Rules 3.17, 4.3A and 4.7) for release to
the market, copies of [Link] Holdings Limited’s:

 Appendix 4E – Preliminary Final Report for the year ended 30 June 2013; and

 2013 Annual Report (including the Directors’ Report, the Financial Report, the
Directors’ Declaration and the Audit Report).

In accordance with the Australian Securities and Investments Commission Practice Note
No.61, the documents required by Section 319 of the Corporations Act 2001 will not be
lodged separately with the Australian Securities and Investment Commission.

Further information:

Media enquiries please contact: Analysts and institutions please contact:

Kate Fisher Cath McMurchy

Public Relations Manager Executive Assistant
Ph: (+61) 7 3118 9830 Ph: (+61) 7 3512 9965
Email: [Link]@[Link] Email: [Link]@[Link]

[Link] HOLDINGS LIMITED ABN 41 093 000 456 | 7 Baroona Road Milton QLD 4064 Australia | Phone: +61 7 3512 9965 Fax: +61 7 3512 9914 Email: investors@[Link]

ASX 269
 ASX ANNOUNCEMENT

[Link] Holdings Limited ABN 41 093 000 456

Wednesday 28 August 2013
For personal use only

[Link] HOLDINGS LIMITED

ACN 093 000 456

YEAR ENDED 30 JUNE 2013

Section

Appendix 4E A

Directors’ Report and Financial Report B

[Link] HOLDINGS LIMITED ABN 41 093 000 456 | 7 Baroona Road Milton QLD 4064 Australia | Phone: +61 7 3512 9965 Fax: +61 7 3512 9914 Email: investors@[Link]

ASX 269
 HALF YEAR
SECTION A REPORT

APPENDIX 4E
PRELIMINARY FINAL REPORT
For personal use only

[Link] HOLDINGS LIMITED (WTF)

ACN 093 000 456

Statutory Results

Reporting Period: 1 July 2012 to 30 June 2013

Previous Corresponding Period: 1 July 2011 to 30 June 2012

Results for Announcement to the Market

Key Information
Reporting Period Previous % Change
Corresponding Increase/
Period (Decrease)
Revenue from ordinary activities $146.648m $145.309m Up 0.9%
Profit from ordinary activities after $51.037m $58.004m Down 12.0%
tax attributable to members
Net profit for the period $51.037m $58.004m Down 12.0%
attributable to members

For commentary on the results refer to the Directors’ Report, which forms part of the
Annual Report.

Dividends - Ordinary Shares

Amount per Franked
Security Amount per
Security
Final dividend (211,736,244 shares on issue) 11.5 cents 11.5 cents
2013 interim dividend paid 28 March 2013 11.5 cents 11.5 cents
(211,736,244 shares on issue)
Record date for determining entitlements to the final dividend 13 September 2013

Financial Information

This Appendix 4E should be read in conjunction with the Annual Report for the year ended
30 June 2013 as attached.

[Link] Holdings Limited 2013 Appendix 4E Page 1

 HALF YEAR REPORT

Net Tangible Assets per Security

Reporting Previous
Period Corresponding
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Period

Net tangible assets per security 2.14 cents 4.10 cents

Control Gained or Lost Over Entities

N/A

Foreign Entities

Foreign entities have been accounted for in accordance with Australian Accounting
Standards.

Additional Dividend Information

Date Paid/ Amount per Franked Amount per Amount

Payable Security Amount per Security of
Security Foreign Sourced
Dividend
FY2012 Final 10 October 2012 13.5 cents 13.5 cents 0.00 cents $28,584,393
Dividend
FY2013 28 March 2013 11.5 cents 11.5 cents 0.00 cents $24,349,668
Interim
Dividend
FY2013 Final 10 October 2013 11.5 cents 11.5 cents 0.00 cents $24,349,668
Dividend

Dividend Reinvestment Plans

The Company does not operate a Dividend Reinvestment Plan.

[Link] Holdings Limited 2013 Appendix 4E Page 2

 HALF YEAR REPORT

Details of Aggregate Share of Profits (Losses) of Associates and Joint Venture

Entities
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Group’s share of associates and joint Reporting period Previous

venture entities: corresponding period
A$'000 A$'000
Profit (loss) from ordinary activities before tax (158) (151)
Income tax on ordinary activities - -
Profit (loss) from ordinary activities after
(158) (151)
tax
Extraordinary items net of tax - -
Net profit (loss) (158) (151)
Adjustments - -
Share of net profit (loss) of associates and
50% 50%
joint venture entities

Compliance Statement

This report should be read in conjunction with the attached 2013 Annual Report.

Sign here: Date: 28 August 2013

RD McIlwain
Chairman

[Link] Holdings Limited 2013 Appendix 4E Page 3

 SECTION B
HALF YEAR REPORT

[Link] HOLDINGS LIMITED

ACN 093 000 456

For personal use only

ANNUAL REPORT

YEAR ENDED 30 JUNE 2013

Page

Chairman’s Letter ........................................................................................... 2

Chief Executive Officer’s Report ....................................................................... 4

Corporate Governance .................................................................................... 9

Directors’ Report ...........................................................................................17

Auditor’s Independence Declaration .................................................................40

Income Statement ........................................................................................41

Statement of Comprehensive Income ...............................................................42

Statement of Financial Position........................................................................43

Statement of Cash Flows ................................................................................44

Statement of Changes in Equity ......................................................................45

Notes to the Financial Statements ...................................................................46

Directors’ Declaration ....................................................................................91

Independent Audit Report ..............................................................................92

Shareholder Information ................................................................................94

Corporate Directory .......................................................................................96

[Link] Holdings Limited 2013 Annual Report Page 1

 Chairman’s Letter
Reported net profit after tax in FY13 fell to $51M from $58M in FY12. This result was foreshadowed in the market
update released by the Company on 24 June 2013. It comes off the back of flat revenue of $146.6M ($145.3M in
FY12) and profit before depreciation, amortisation and tax of $79.9M ($86.3M in FY12). It also takes into
account a decision to take non-cash write-downs of some redundant brands and depreciation of $2.3M.
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The headline profit needs to be reviewed carefully. It follows the prior year when a number of items in the profit
and loss statement went in the Company’s favour. In particular, staff options write-backs, currency gains, and
the treatment of depreciation went against the Company in FY13. Unfortunately, the ebb and flow in the profit
and loss statement over the past two years has disguised the underlying strength of the business.

This isn’t an attempt to hide from the fact that the Company’s Asia business continued to underperform in FY13.
Travel bookings into Asia have declined for the fourth successive year. Nevertheless, travel to Asia produced 6%
of all bookings, or total transactions of $78.6M, in FY13.

The profit and loss statement does not reflect the significance of the changes that have taken place following the
commencement of a new chief executive in February. The strategic repositioning led by Scott Blume and his
management team is timely. It acknowledges that the Company’s user base is one of its largest assets. More
importantly, it takes the view that Wotif’s users want and have the capacity to see Wotif as more than just an
accommodation transaction service.

I will leave it to the CEO to describe some of the activities that have commenced as a result of the strategies to
engage more widely with those who use the Company’s accommodation and air travel booking services.
However, it is important that I acknowledge that the early benefits from adding value to the Company’s
accommodation and air travel booking services by offering packages which combine air travel, accommodation
and theatre ticketing have produced remarkable results. It has been an encouraging next step in a process of
interacting with users who would otherwise simply come, transact, and go.

This important commitment to better understanding our users shouldn’t overshadow the advances made to the
flight booking engine, and by the Wotif team. They have achieved 11.6% growth in bookings from a service that
now offers a multi-leg international capability. The presentation of available flights is simple and follows the
Wotif tradition of developing easy-to-use online services.

At the same time, the Company has addressed two of the more difficult FY13 challenges. The management of
hotel creditors and foreign currency will be improved significantly in FY14 following the introduction of a virtual
credit card facility for hotel suppliers. Simultaneously, the management of the Asian business has been further
strengthened with the introduction of experience within Asia to the Board, and through the CEO and a new
business head based in Thailand, Olivier Dombey.

The ongoing investment in services and greater support for the relationships with suppliers in the face of intense
competition and changes in the travel market flowing from broader economic circumstances have served Wotif
well. All of the Company’s employees deserve recognition for responding and keeping at it!

The Wotif team has handled the pressure of intense, and sometimes unsustainable, competition over the last few
years. At the same time, there is no doubt that changing travel patterns during this period were stimulated by a
favourable exchange rate, relatively good Australian economic conditions and compelling opportunities for
Australians to explore new places. Many of these circumstances did not suit Wotif. Some of them are slowly
changing.

Any change that is likely to produce more interest in Australian and regional travel is being monitored closely by
Wotif. Wotif has a particularly strong portfolio of Australian, New Zealand and Asian accommodation and offers
users an extremely large body of peer reviews of its local accommodation inventory.

Meanwhile, Andrew Brice has announced his retirement from the Board. He was one of a small group of
founders and financiers of Wotif. His support of the Company, its staff and the Board cannot be adequately
recognised in this short contribution to the Company’s annual report. Put simply, we need more Company
directors who understand how to take a concept and convert it into a first-rate business. To illustrate his
commitment to Wotif, shareholders only have to look at the remuneration section in all the annual reports of the
Company.

In farewelling Andrew, we welcome David Do to the Board. He is presenting himself for election at the AGM this
year. David lives in Vietnam. He has family in Australia and was educated in Australia and the USA. After an
impressive and successful career with blue chip companies, including Microsoft, he has created a career as a
successful investor in China and SE Asia. His travel-oriented business interests and his highly strategic approach
to business are proving to be extremely valuable to the Board.

[Link] Holdings Limited 2013 Annual Report Page 2

 The Board appreciates the support of its shareholders. The Company continues to evolve. This evolution is
expected to see the Company cycle beyond the difficulties of the last few years. Accordingly, the directors have
determined to increase the dividend payout ratio to 95% (91% last financial year) and pay a final fully franked
dividend of 11.5 cents to bring the dividend for the year to 23 cents (25 cents last financial year). The dividend
will be paid on 10 October 2013.
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Dick McIlwain

Chairman

[Link] Holdings Limited 2013 Annual Report Page 3

 Chief Executive Officer’s Report
Since my commencement as Chief Executive Officer in January 2013 I have focussed a large part of my time
developing an in-depth understanding of the Wotif Group and its key business drivers.

I have also engaged closely with a wide range of stakeholders to gain an understanding of the value the Group
provides to our business partners and, importantly, our customers. It is very clear to me that we remain highly
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relevant to our stakeholders and the scale of the existing business is a testament to the value we provide each
and every day.

However, the past financial year has been challenging for the Group, with flat TTV growth and minimal revenue
growth. During the year our cost base grew, in part because we invested in areas such as core technology and
marketing. It was with these factors in mind that, together with the Executive Team and the Board, I undertook
a holistic and detailed review of the business. This review culminated in an announcement in June 2013 of an
updated strategy framework for the global business built around five strategic pillars, which now provide a road
map for the future direction of the Group.

I presented the new strategy during small group discussions in person, or via videoconference, with Wotif Group
team members in Australia and around the globe. It was great to talk openly with the team about the future
focus of the business, and very encouraging to hear the positive feedback in response. As a result, there is “buy-
in” from the team and a new sense of purpose. We have an exciting job to do together and we have many new
opportunities to pursue.

Key Business Initiatives in FY13

I believe that the past year is best described as a year of transition for the Group. A number of tactical initiatives
have also been developed to position the Wotif Group for future growth. Some of these are outlined below.

Mobile
Mobile traffic to our sites and apps continues to grow, with mobile providing 33.2% of all traffic across the Group
for FY13. Specifically for [Link], 35.9% of hotel visits, and 16.7% of room nights booked, were from mobile
devices and apps in FY13, up from 17.7% of visits and 7.4% of room nights the prior financial year.

During the year we launched our iPad app for [Link] and we added flights to the mobile site for [Link].
We have also introduced a new iPhone app for Asia Web Direct.

Acknowledging the increased usage of multiple devices by consumers during the travel look-and-book process,
we will continue to invest in new mobile functionality in the future. We have already commenced work on moving
much of our web interface to utilise a responsive design so that consumers have a positive user experience
across all devices.

Our apps, including iPhone, iPad and Android, have been installed on over 450,000 mobile devices with over
1.1 million downloads, including updates, which demonstrates both the strength of the Wotif brand and customer
loyalty in a very crowded app marketplace.

Accommodation content and destination drivers

Our hotel property numbers in Australia and New Zealand (ANZ) are up 15.1% over the previous year. To ensure
that we continue to proactively support our hotel partners we have added additional headcount to the hotel
sourcing/product team. During the year we have also worked very closely with regional tourism offices in
Australia to support the tourism industry, and related hotel partners, throughout regional Australia.

Packages
In May 2013 we beta-launched a new product category: dynamic packages, led by a Sydney theatre package.
This reflects a significant step forward for [Link], as we are now able to provide customers with flexible
package deals online. The Sydney package offer includes optional Australian domestic or New Zealand return
flights, hand-picked Sydney accommodation options as well as show tickets, with a combined discounted
package price. We worked closely with airlines and accommodation partners to provide great value for these
packages. The project also reflects an outstanding collaborative effort across internal functions in the business
involving technology, accommodation, flights, user experience and “back-end” teams. It also represents a
significant evolution of content for our customers, who have traditionally booked stand-alone accommodation or
flight bookings on our site. With the success of this “soft launch”, we anticipate rolling out the final dynamic
packaging product to more destinations in Australia and overseas during the first half of fiscal 2014.

Customer reviews
During the year the number of customers providing a [Link] review of their accommodation stay has
boomed. Reviews play an increasingly important part of the decision-making process by customers when

[Link] Holdings Limited 2013 Annual Report Page 4

 deciding where to stay when they travel. Our reviews are unique in the industry as only customers who have
booked on [Link], and stayed in the hotel, are able to lodge a review. This makes our reviews absolutely
qualified. At the end of the year we had almost 800,000 customer reviews, including over 600,000 for Australian
hotels. We believe this gives us market leadership for Australian hotels in terms of both number of reviews and
review authenticity. We display these reviews to customers who visit the [Link] site in the hotel search
phase, and we’ve created a “review widget” as a service to our accommodation partners, which allows them to
display their [Link] review rating on their own website. The widget is dynamic, and shows a cumulative
review rating for their hotel.
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Flights
Our flights business continues to grow rapidly and gain traction through each of our Australian brands. During
the year we introduced more flight booking functionality and options to [Link] with multi-city and flights from
anywhere to anywhere. Customers have responded well to stand-alone flight bookings, and particularly well to
packaged flights as a result of our ability to attract airline partner participation in the dynamic package product,
and the compelling package rates that result.

With growing business volumes, particularly for international destinations, we now have more proactive
engagement with international airlines looking to work with us to merchandise deals to our customer base across
the Group.

Customer communication and engagement

We have commenced the rollout of a new email direct marketing (eDM) platform. This new eDM platform allows
us to more efficiently communicate great deals and provide relevant information for our customers across all
brands. This and other marketing initiatives have an end-goal of building customer engagement in a more
proactive and focused way. We are optimistic that this initiative will lead to increased sales from our email
marketing channels. These channels are significant assets for the Group. At end of June 2013 the Wotif Group
had over 3 million subscribers to its email marketing newsletters.

More languages on Asia Web Direct

We have added further language capabilities to [Link] (AWD) to now total 16 language offerings.
This will allow us to selectively target specific countries and offer local-language functionality with a view of
driving international customers to AWD.

Display advertising
We have started to ramp up opportunities for hotels and other advertisers on selected sites in the Group. While
this initiative is in the very early stages, we have seen an increase of $0.2 million in advertising income year-on-
year.

Results and operations

Profit after tax decreased by $7.0 million to $51.0 million (FY12: $58.0 million). This result included solid
revenue growth in Australia and New Zealand accommodation of $4.1 million, and flights of $0.7 million.
However these accommodation revenue gains were offset by continued weakness in the Asia and Rest of World
businesses, where revenues were down by $3.3 million over FY12. The results also saw a year-on-year increase
in Group costs of $9.1 million including two one-off expense write-offs totalling $2.3 million.

A summary of the major year-on-year financial variances is shown below. Further analysis of the FY13 results is
included in the Operating and Financial Review section on pages 17-22.

[Link] Holdings Limited 2013 Annual Report Page 5

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These major variances accounted for 88% of the decrease in operating profit1 (FY13: $79.9 million versus FY12:
$86.3 million).

Comments on each of our key areas of operations follows:

Accommodation
The Group collectively processed 3.68 million accommodation bookings for FY13, down 1.3% on FY12. A small
increase in bookings in Australia and New Zealand was offset by decreases in Asia and Rest of World.

Room nights for the year totalled 6.78 million, a decrease of 3.7% (FY12: 7.04 million), and this decrease relates
almost entirely to Asia and Rest of World. Average length of stay for the Group was slightly down to 1.84 nights
(FY12: 1.88). Average room rates for the Group rose to $151.62 (FY12: $148.22), an increase of 2.3%.
Importantly we continue to process one-in-ten of all hotel/accommodation room nights sold in Australia2.

Our accommodation inventory numbers continue to rise with direct contracted and represented property
numbers as follows:

Direct Source Inventory FY13 FY12 % change

Australia, Fiji, Vanuatu, PNG 9,472 8,029 17.9%

New Zealand and Cook Islands 2,278 2,176 4.7%
Asia 9,689 7,484 29.5%
All other markets 6,391 5,850 9.2%

27,830 23,539 18.2%

External party inventory - Tourico 6,950 6,897 0.8%

Total accommodation inventory 34,780 30,436 14.3%

Our key focus going forward is improving content in Asia and other global markets as our Oceania content is very
comprehensive.

1 Being profit before depreciation, amortisation and taxation – this is a non-IFRS measure and is unaudited.
2 Australian Bureau of Statistics 8635.0 Tourist Accommodation, Australia March 2013.

[Link] Holdings Limited 2013 Annual Report Page 6

 Flights
The Group achieved 186,075 flight transactions (FY12: 166,790), an increase of 11.6%. This has resulted in a
17.5% growth in TTV3 to $129.5 million, with proportionally more international flights being sold. This result has
been achieved with an increased focus on merchandising and cross-sell to existing customers. For international
flights we have targeted the top-20 outbound destinations that Australians frequent, and our volumes for major
airlines operating out of Australia have continued to grow.

Market Position And Outlook

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Having been in the role for six months, I am very confident that the Group has a bright future. The entire Wotif
Group team is talented and is absolutely engaged to ensure that our customers continue to get the benefit of our
expertise around great travel deals and user-friendly booking experiences via our proprietary technology. Our
Executive Team has also been strengthened with a good mix of talent, bringing new skills and expertise into the
business, including a new leadership role in Asia and a new Chief Commercial Officer in Australia. In the
accommodation business we continue to be the lowest external cost distributor for our hotel partners. Our recent
success with the “soft launch” of dynamic packaging is a good example of the unrivalled value we can bring our
hotel partners.

I suspect that the domestic Australia/New Zealand economic and retail outlook will remain subdued in the near
future. However, we have a number of tactical initiatives underway to grow the business including:

 working on the positioning of the Group’s brands and an integrated refreshed marketing strategy;
 continued growth of the flights business;
 launch of dynamic packaging to the Australian market;
 the rollout of the second pre-announced commission increase of 1% from January 2014;
 working on the Asia and Rest of World revenue growth strategy;
 the potential for increased sales of [Link] accommodation on our ARNOLD Corporate platform;
 further development of our mobile offerings to our customers; and
 continued work on our core technology platform to improve site functionality.

Strategy Moving Forward

As previously mentioned, a review of the Group’s strategy has recently been completed by management and
endorsed by the Board. Five key strategic pillars have been identified and work streams have commenced on
projects around these pillars. The five pillars are as follows:

1. Monetisation of traffic from Group websites

Traffic to key websites in the Group continues to rise and this gives us a unique opportunity to maximise
the revenue opportunity from those visits. Investments in some key enabling infrastructure is underway,
including data management and business intelligence, and a new eDM platform (as mentioned earlier) has
commenced. We will also continue to explore potential new lines of business to leverage the website
visits. Our recent success with dynamic packaging has proven our ability to increase the “share of wallet”
from existing customers. In addition, we are currently examining further complementary revenue
opportunities across the Group websites to extend the offering provided to our customers.
2. Content
An integral part of the project to improve our sales of Asia and Rest of World accommodation is access to
improved content. A substantial amount of work has already been done to identify new third-party
content partners to increase hotel numbers and gain access to increased merchandising opportunities for
Asia and Rest of World content. We expect that this new content will progressively come on stream in the
third quarter of fiscal year 2014. We have reached an agreement with Rakuten, Japan’s leading online
travel agent (OTA), to share hotel inventory. Under this agreement, Rakuten will include our Australian
and New Zealand hotel content on their site and we will include the Rakuten Japanese hotels on Wotif
Group sites. This is a significant new relationship, which progresses both our Asia and Marketing
strategies.
3. Marketing
A project to review our brand and marketing strategy for the Group is underway and will be completed in
the near future. The purpose of this review is to clearly define the customer proposition, assess customer
engagement and determine the marketing approach and advertising spend for each of the Group’s
brands. In the last quarter of FY13, we ramped up marketing spend to test several initiatives, and it is
likely that the overall marketing investment will continue to increase in 2014. However, the quantum of
that increase is yet to be finalised.

3 Total Transaction Value (TTV) represents the price at which accommodation and flights and other travel services have been
sold across the Group’s operations. TTV is stated net of any GST/VAT payable. TTV does not represent revenue in accordance
with Australian Accounting Standards.

[Link] Holdings Limited 2013 Annual Report Page 7

 4. Asia
A project to improve sales of Asia accommodation across all of the Group’s websites is underway. This
project includes improved content, as outlined earlier, as well as covering merchandising, marketing and
conversion. We also anticipate the launch of dynamic packaging for Asia destinations in the second half of
FY14.
5. Technology
The focus of this strategic pillar is to make improvements to our core systems, which will allow us to
expedite internal development and rollout of new features across Group websites. This review has the
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specific focus of ensuring our customers have an integrated and positive user experience across all
screens, whether they be desktop, tablet or mobile devices and mobile apps.

The Wotif Group management team is very cognisant of the need to escalate the business strategy update to
drive the business forward. While it will take some time to see these effects flow through to TTV and revenue
growth, I believe that we have the right people and plans in place to make it happen.

In closing I want to acknowledge the outstanding efforts of the Wotif Group team as we work together to further
develop a great business for the benefit of customers and business partners in the future.

Scott Blume
Chief Executive Officer

[Link] Holdings Limited 2013 Annual Report Page 8

 Corporate Governance
The Wotif Group is committed to best practice in the area of corporate governance and considers its governance
framework to be consistent with the ASX Corporate Governance Council’s Corporate Governance Principles and
Recommendations with 2010 Amendments. Our corporate governance statements relate to those principles and
any exceptions to those principles are identified below.
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The corporate governance principles and practices adopted by the Group are summarised below and are centred
on the Board, Board committees and the principles that govern their oversight of management. Additional
information with respect to the Group’s corporate governance approach can be found in the following documents
available in the Corporate Governance section on the Group’s website ([Link]):

 Wotif Group Board Charter;

 Wotif Group Audit and Risk Committee Charter;

 Wotif Group Nomination and Remuneration Committee Charter;

 Wotif Group Communication and Disclosure Policy;

 Wotif Group Share Dealing Policy;

 Wotif Group Code of Conduct;

 Wotif Group Risk Management Policy; and

 Wotif Group Diversity Policy.

Board of Directors – Role of the Board

The Board is responsible for the overall corporate governance of the Wotif Group. The Board recognises the need
for the highest standards of behaviour and accountability. The Board has final responsibility for the management
of the Group’s business and affairs.

The Board is responsible for:

 overseeing the Group including:

a) the Group’s systems of internal control and accountability and the systems for monitoring compliance;
and
b) the identification and management of significant business risks;
 monitoring the Group’s financial performance, including adopting annual budgets and approving the Group’s
financial statements;
 approving and monitoring the progress of major capital expenditure, capital management, and acquisitions
and divestments;
 input into and approving the Group’s goals and strategic direction;
 reviewing and ratifying the Group’s risk management system, internal compliance and control systems,
codes of conduct and legal compliance;
 selecting and (where appropriate) removing the Chief Executive Officer and reviewing the performance of
senior management; and
 ratifying the appointment and (where appropriate) removal of the Chief Financial Officer and the Company
Secretary.

The Board has adopted a written charter that identifies the functions reserved to the Board. Day-to-day
management of the operations of the Group vests in the Chief Executive Officer who, together with the executive
team, is accountable to the Board.

Composition and Review of the Board

The Board is currently comprised of six Directors, of whom:

 four (Dick McIlwain (Chairman), Ben Smith, Kaylene Gaffney and David Do) are Non-executive,
Independent Directors (see Independence section); and

[Link] Holdings Limited 2013 Annual Report Page 9

  two (Graeme Wood and Andrew Brice) are Non-executive Directors, however are not considered to be
Independent as a result of their shareholdings in the Company.

Robbie Cooke retired as Managing Director on 11 January 2013.

David Do was appointed as a Non-executive Director on 28 February 2013. David’s appointment to the Board
followed a selection process coordinated by the Nomination and Remuneration Committee in accordance with its
Charter.
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David Do’s appointment process involved the Committee considering:

 the size of the Board;

 the mix of skills, experiences and competencies appropriate to the Board’s composition for it to discharge
its mandate efficiently and effectively;
 Board renewal; and
 Director succession.

The Committee identified that the mix of skills, experiences and competencies sought to complement the existing
Board required strong e-commerce and travel industry expertise and substantial business experience and
networks in Asia. David Do was approached by the Board on the basis of satisfying the Board’s strategic criteria.
The Committee assessed David Do’s potential contribution to the Board by reference to the target skill set, as
well as the base criteria of personal integrity, ability to make the necessary time commitment and ability to work
with the existing Board. After completing an interview process, and upon the recommendation of the Committee,
the Board determined to appoint David as a Non-executive Director to the Board.

An induction process was carried out as part of David’s appointment to the Board. This process was designed to
enable the immediate, active and valuable contribution by the incoming Director to the Board’s decision-making
processes. The induction process involved a series of meetings between David and his fellow Directors and senior
management to discuss the Company’s strategic objectives, financial affairs, culture and values, risks and
operations. An induction pack was also provided by the Company Secretary, which documented a wide range of
matters relevant to the Group’s governance, including the roles, responsibilities and activities of the Board, its
Committees and management.

The term of office held by each Director is set out in the section titled Information on Directors on pages 23 and
24 together with their applicable skills, experience and expertise.

The Board’s composition is subject to review in the following ways:

 The Company’s Constitution provides that each Director must retire from office no later than the longer of
the third Annual General Meeting or three years following the Director’s last election or reappointment. Each
retiring Director under the Constitution is eligible for re-election.
 Each retiring Director’s performance is reviewed by the Nomination and Remuneration Committee and,
following this review, that Committee makes a recommendation to the Board as to whether the Board
should support the renomination of that Director.
 The composition of the Board is reviewed annually by the Nomination and Remuneration Committee or the
full Board to ensure that it has available an appropriate mix of skills and experience to ensure the interests
of shareholders are served.

In the reporting period, the Nomination and Remuneration Committee undertook a review of the Board’s
composition and overall effectiveness (including its Committees and individual Directors). This review process
was facilitated by the Chairman and review findings were discussed with all Board members. In undertaking this
review, the Committee considered:

 the mix of skills, experience, qualifications and expertise residing with Board members collectively and
within the Board’s Committees. The Committee considered that the mix was appropriate for the Board and
its Committees to currently discharge their duties;

 adequacy of access to Group information, the CEO, senior management and the opportunity to participate
in Board and Committee meetings. The Committee was satisfied in relation to each of these matters;
 the independence (or non-independence) of all Directors. The Committee was satisfied that the Board’s
composition allows for critical, quality, expedient and independent decision-making in the best interests of
the Group on all relevant issues; and
 its ability to add value to the Company through its focus on and understanding of the business and its
strategy.

[Link] Holdings Limited 2013 Annual Report Page 10

 The Chairmen of the Audit and Risk Committee and the Nomination and Remuneration Committee also reported
to the full Board that the respective Committees:

 function well and apply an appropriate level of scrutiny in oversight of matters that come within their
Charters; and
 are comprised of a mix of skills and experience appropriate for the Company.
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Independence
The Board has adopted the independence definition suggested by the ASX Corporate Governance Council in its
publication, Corporate Governance Principles and Recommendations with 2010 Amendments. Under the terms of
that definition, four of the Directors (namely Dick McIlwain, Ben Smith, Kaylene Gaffney and David Do) are
considered by the Board to be Independent. Directors are required to provide all relevant information to enable a
regular assessment of the independence of each Director to be made. If a Director ceases to qualify as an
Independent Director, this will be disclosed immediately to the market.

The Board (and each individual Director) is entitled to seek independent professional advice at the Company’s
expense (subject to the reasonableness of the costs and Board consent) in the conduct of their duties for the
[Link] Holdings Limited Board.

Meetings Of The Board

The Board met on 11 occasions in the reporting period. Details of individual attendance at Board meetings, and
of Board committees, can be found on page 25 of this Report.

Non-Executive Directors’ Remuneration

Non-executive Directors are remunerated by way of fees (which may be in the form of cash, non-cash benefits,
superannuation contributions or equity). They do not:

 participate in schemes designed for the remuneration of executives; or

 receive options or bonus payments. Non-executive Directors of the Company are not provided with
retirement benefits other than statutory superannuation.

Board Committees
The Board has established two committees (both of which operate pursuant to written charters available at
[Link]), namely:

 the Nomination and Remuneration Committee; and

 the Audit and Risk Committee.

These Board committees support the full Board and essentially act in a review and advisory capacity in matters
that require a more intensive review. This section gives an overview of the Company’s committees.

Nomination and Remuneration Committee

This Committee met twice during the reporting period. Each Committee member’s attendance at meetings is set
out on page 25. Under its Charter, this Committee must have at least three members, a majority of whom must
be Independent Directors. Currently the members of this Committee are Dick McIlwain (Committee Chairman),
Ben Smith, Graeme Wood and Kaylene Gaffney. All are Non-executive Directors and the majority are
Independent. The main functions of the Committee are:

 to establish procedures for the selection and recommendation of candidates suitable for appointment to the
Board;
 to assist in ensuring that an appropriate mix of skills, experience and expertise is held by Board members;
 to assist in ensuring that the Board is comprised of individuals who are best able to discharge the
responsibilities of a Director; and
 to establish and oversee the management of remuneration policies designed to meet the needs of the
Group and to enhance corporate and individual performance.

By using merit-based criteria, the Committee will ensure an appropriate balance of skills, experience, expertise
and diversity is maintained on the Board. The Committee will also refer to the Group’s Diversity Policy (see page
14) to assess the performance, composition and future development of the Board.

[Link] Holdings Limited 2013 Annual Report Page 11

 Audit and Risk Committee
This Committee met five times during the reporting period. Each Committee member’s attendance at meetings is
set out on page 25. Under its Charter, this Committee must have at least three members, a majority of whom
must be Independent Directors and all of whom must be Non-executive Directors. Currently the members of this
Committee are Ben Smith (Committee Chairman), Andrew Brice and Kaylene Gaffney. The qualifications and
experience of the members of this Committee are set out in the section titled Information on Directors on pages
23 and 24. The main functions of the Committee are to provide ongoing assurance in the areas of:
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 financial administration and reporting;

 audit control and independence; and
 risk oversight and management, and internal controls.

The primary role of this Committee is to assist the Board in the review and oversight of:

 the integrity of the Company’s financial reporting;

 the Group’s risk management and internal controls; and
 the Group’s system of compliance with laws and regulations, internal compliance guidelines, policies,
procedures and control systems, and prescribed internal standards of behaviour.

This Committee is charged with making recommendations on the appointment of the Company’s external auditor
and for reviewing their effectiveness. In carrying out this activity the Committee is guided by the following
principles:

 the audit partner must be a registered company auditor and be a member of an accredited professional
body;
 the audit partner and any audit team member must not be a Director or officer charged with the
governance of the Company, or have a business relationship with the Company or any officer of the
Company;
 the audit team shall not include a person who has been a former officer of the Company during that year;
 the external auditor must have actual and perceived independence from the Company and shall confirm
their independence to the Board;
 the work is to be undertaken by people with an appropriate level of seniority, skill and knowledge; and
 the external auditor is not to provide non-audit services under which they assume the role of management,
become an advocate for the Company or audit their own work.

The Board requires that the audit partner and the independent review partner rotate at least every five years
with a minimum three-year period before being reappointed to the Company’s audit team.

Appointment of CEO
During the reporting period the Chairman and the Nomination and Remuneration Committee led a process to
appoint a Chief Executive Officer following the resignation of Robbie Cooke after seven years of service. A
number of high calibre external and internal candidates were considered in this process which resulted in the
appointment of Scott Blume who commenced on 21 January 2013.

Scott Blume is a seasoned CEO with travel sector experience both within Australia and Asia. His most recent
assignments have included a ten year period working in Singapore, India and Indonesia during which he was the
President of Travelocity and CEO of Zuji. Immediately prior to joining he was CEO of the Indonesian RKI Group,
which has significant interests in the B2B hotel travel sector. Scott also spent over four years as a non-executive
director of the Singapore Tourism Board.

Prior to his overseas assignments, Scott was CEO and Executive Director of ASX-listed ITG Limited and Managing
Director of Carson Wagonlit. He also had roles with both Flight Centre and Traveland during this time.

Scott holds a Bachelor of Commerce from the University of NSW and is a chartered accountant.

Following Scott Blume’s appointment the Board has provided input into and has approved the refreshed strategic
direction for the Company articulated in the five strategic themes discussed at page 7.

[Link] Holdings Limited 2013 Annual Report Page 12

 Risk Management
The Board is responsible for overseeing the Group’s systems of internal control and risk management.

The Board has established a Risk Management Policy (available at [Link]), which addresses the
oversight by the Board and management of material business risks relevant to the Wotif Group. As stated in the
Policy, the Company’s philosophy is to manage risks in a balanced way, recognising that an element of risk is
inevitable when operating a diverse and innovative business, and that an appetite for risk should, in appropriate
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cases, be encouraged. Our overriding risk management approach is to seek to maintain an acceptable balance
between risk and return to maximise long-term shareholder value.

The Board has delegated the direct review of risk management to the Audit and Risk Committee, which
comprises only Non-executive Directors and a majority of two Independent Directors. As part of its role, that
Committee reviews the effectiveness of the Group’s risk management system annually. The Group’s risk
management system includes maintaining a documented business continuity and risk management framework
that the Group uses to identify, rate, monitor and report on material business risks.

Material business risk categories that are addressed by the Group’s risk management system include operations,
human resources, information technology and intellectual property, product management and growth, marketing
and brand, finance, strategic, reputational, legal, and market-related risks.

The Risk Management Policy and the Wotif Group’s risk management framework have been reviewed by the
executive management team, the Audit and Risk Committee and the Board to maintain the effectiveness of the
policy and the framework and to ensure their continued application and relevance.

The executive management team has responsibility for implementing the risk management systems and internal
controls within the Group. The management team is also integral to identifying the risks in the Group’s
operations and activities. Monitoring of risks, risk management and compliance is undertaken by management
and overseen by the Audit and Risk Committee.

In addition, the Wotif Group has in place a control environment to manage material risks to its operations,
comprising the following elements:

 defined management responsibilities and organisational structure;

 written delegations of authority with respect to authority limits for approvals for expenditure;
 the Group operating within an annual budget approved by the Board and management providing the Board
with monthly reporting of performance against budget;
 internal management questionnaire system for legal and regulatory compliance;
 the Group’s various production systems being hosted in specialised facilities that provide leading-edge
security services to minimise the risk of intrusion; and
 [Link]’s operations being supported by an off-site disaster recovery site (which has been tested under
simulated load, but has not been placed into a live environment).

Management has reported to the Board that the Group’s management of its material business risks was effective
during the reporting period.

Financial Reporting
The Group’s financial report preparation and approval process for the 2013 financial year involved the Chief
Executive Officer and Chief Financial Officer providing a declaration to the Board on 28 August 2013 that, in their
opinion:

 the financial records of the Company have been properly maintained in accordance with the Corporations
Act 2001;
 the financial statements and notes thereto for the financial year comply with the accounting standards, are
in accordance with the Corporations Act 2001 and provide a true and fair view in all material respects of the
Company’s financial condition and operational results; and
 there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.

In making this statement, the Chief Executive Officer and Chief Financial Officer indicated to the Board that:

 in their opinion, the Company’s risk management and internal compliance and control systems are
operating efficiently and effectively in all material respects in relation to financial reporting risks based on
the risk management framework adopted by the Company;

[Link] Holdings Limited 2013 Annual Report Page 13

  in their opinion, the statement is founded on a sound system of risk management and internal compliance
and control systems which implement the policies adopted by the Board; and
 nothing has come to their attention since the end of the reporting period that would indicate any material
change to the statements above.

Ethical Standards – Code of Conduct

The Board recognises the need to observe the highest standards of corporate practice and business conduct.
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Accordingly, the Board has adopted a formal Code of Conduct to be followed by all Group employees and officers.
The key aspects of this Code are:

 to provide the best experience for our customers;

 to act with honesty, integrity and fairness;
 to act in accordance with the law; and
 to use the Group’s resources and property appropriately.

Remuneration Policies and Practices

The Group’s remuneration policy is to ensure that remuneration packages are reflective of employee duties,
responsibilities and performance and that they are effective in attracting, retaining and motivating people of the
highest quality. It is the responsibility of the Nomination and Remuneration Committee to ensure that these
policies are appropriately designed to meet these criteria and to enhance corporate and individual performance.

Bonuses may be available to some employees, including the Chief Executive Officer and specified executives, on
the achievement of specific goals. Such bonuses are not limited to cash and may include options over ordinary
shares. More detail on the Group’s remuneration practices can be found on pages 25 to 36.

To assist in the attraction, retention and motivation of employees and senior management the Company has
established equity plans in accordance with shareholder approval. These plans include the Executive Share
Option Plan and the Employee Share Plan. More detail regarding these plans is provided on pages 32 to 35.

Performance-related remuneration and retirement benefits (other than statutory superannuation) are not
provided to Non-executive Directors.

The performance of the Chief Executive Officer and each member of the Executive Management Team is
reviewed through a formalised process that has been adopted by the Group. This review is completed by the
Nomination and Remuneration Committee in the case of the Chief Executive Officer and by the Chief Executive
Officer for each of the executive managers.

Diversity
The Group’s longstanding commitment to embracing diversity is detailed in the Diversity Policy which is available
in the Corporate Governance section on the Group’s website ([Link]). This policy and commitment
applies throughout the entire workplace, senior management and Board.

As at 30 June 2013 the number and proportion of female employees in the Group, in senior executive positions
and on the Board was:

Female employees
352
(all personnel whether full-time, part-time or casual)

% of workforce 62%
Female senior executives 21
% of Group 52%
Female Directors 1
% of Board 17%

Pursuant to its Diversity Policy, the Group is committed to a recruitment process that ensures that multi-based
criteria are used when appointing new staff, awarding promotions and considering remuneration. Our goal
throughout this process is to attract and retain the most highly skilled, motivated and engaged workforce to
drive the Group’s performance. This approach has resulted in a workforce that has a balance of male and female
employees across the whole organisation and, in particular, in senior executive ranks.

The following measurable objectives relating to gender diversity were adopted by the Board for FY13:

[Link] Holdings Limited 2013 Annual Report Page 14

  the Board will include (subject to any temporary vacancies) each gender;
 candidates interviewed for any new Board appointment will include each gender, subject to all eligible
candidates meeting the other specific skills, experience and diversity criteria being looked for by the Board;
 candidates interviewed for any new executive management group positions will include each gender,
subject to all eligible candidates meeting the other skills, experience and diversity criteria being looked for
by the Group; and
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 the Group’s workforce will comprise a significant representation of genders.

The Board has assessed these objectives and is pleased to report that all objectives (where applicable) have
been achieved. During the reporting period members of the Nomination and Remuneration Committee including
the Chairman interviewed applicants for the Chief Executive Officer appointment. Candidates interviewed
included each gender. David Do’s appointment as Non-executive Director did not involve interviewing multiple
eligible candidates as he was approached directly by the Board. The Company conducted an external and internal
recruitment process for the position of Executive General Manager Asia Business Unit. All candidates who applied
for the position were male. The Company also conducted an external recruitment process for the position of
Executive General Manager, People and Culture. Candidates interviewed included each gender. The successful
candidate is female. The appointment of the Chief Commercial Officer did not involve a multi-candidate
recruitment process.

These objectives have again been adopted for FY14.

The Board considers its performance and value to the Group’s stakeholders is optimised by seeking the following
mix of skills and diversity to be present in the Board’s membership:

 travel or online sales and marketing industry experience;

 information technology experience;
 financial, legal and corporate governance expertise;
 backgrounds from within Asia Pacific;
 each gender; and
 multiple age generations.

The appointment of David Do as a Non-executive Director in February 2013 has enhanced the Board’s
composition in relation to several of these strategic criteria.

Dealing in Shares
The Group has adopted a written policy with respect to the dealing in shares by Directors and employees of the
Group, which is available in the Corporate Governance section on the Group’s website ([Link]).

The policy reinforces the Corporations Act 2001 prohibitions on insider trading and use of non-public, price-
sensitive information. Under this Policy, Directors and employees must not buy or sell shares, options or
derivatives in [Link] Holdings Limited during the following “black-out” periods:

 1 January up to and including the day on which the half year results are released; and
 1 July up to and including the day on which the full year results are released.

In addition, a Director or employee of the Group:

 must not enter into transactions in products associated with shares or options in [Link] Holdings Limited
that operate to limit the economic risk to such security holdings; and
 must not trade in shares, options or derivatives of [Link] Holdings Limited for short-term gain and,
accordingly, trading in these same shares, options or derivatives within a 12-month period is prohibited.
In all instances, a Director or employee of the Group must not deal (or procure another to deal) in shares,
options or derivatives of [Link] Holdings Limited at any time that he or she has non-public, price-sensitive
information.

Information Disclosure and Shareholder Communication

The Group has in place a written policy with respect to its continuous disclosure obligations and procedures, and
its communication with shareholders (available at [Link]). The Board seeks to ensure that the
Company’s shareholders are provided with sufficient information to assess the performance of the Group. In

[Link] Holdings Limited 2013 Annual Report Page 15

 addition to the Annual Report, the Group uses its website to communicate with its shareholders. The Group’s
website provides electronic access to the latest and past annual reports, all ASX releases, share price
information, presentation material and notification of upcoming events.

Shareholders may direct questions to the Board and its external auditor at the Annual General Meeting. The
Company requires its external auditor to attend its Annual General Meeting.
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[Link] Holdings Limited 2013 Annual Report Page 16

 Directors’ Report
Your Directors present their report on the Company consisting of [Link] Holdings Limited (the Company) and
the entities it controlled at the end of, or during, the year ended 30 June 2013 (collectively the Group).

Directors
The Directors of the Company at any time during the financial year and up to the date of this Report are:
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Richard Douglas McIlwain

Graeme Thomas Wood

Robert Andrew Creeth Brice

Anthony Benjamin Reynolds Smith

Kaylene Joan Gaffney

Robert Michael Sean Cooke (resigned on 11 January 2013)

David Do (appointed on 28 February 2013)

Principal Activities
The Group’s principal activity during the course of the financial year was the provision of online travel booking
services.

Operating and Financial Review

The Group’s net profit after tax for the year ended 30 June 2013 was $51.0 million (FY12: $58.0 million).

Key financial metrics for the year include:

 a record total Group Total Transaction Value (TTV)4 of $1.166 billion (FY12: $1.161 billion)
 a record total Group accommodation revenue of $126.9 million (FY12: $126.1 million)
 record flights transaction value, up 17.5% to $129.5 million (FY12: $110.2 million)
 record flights and other revenue, up 11% to $15.1 million (FY12: $13.6 million)

Figure 1. Revenue and NPAT – 5 year history (million AUD)

4 Total Transaction Value (TTV) represents the price at which accommodation and flights and other travel services have been
sold across the Group’s operations. TTV is stated net of any GST/VAT payable. TTV does not represent revenue in accordance
with Australian Accounting Standards.

[Link] Holdings Limited 2013 Annual Report Page 17

 Track Record

Year ended 30 June ($ million) FY2013 FY2012 FY2011 FY2010 FY2009

Accommodation TTV 1,029.3 1,043.4 1,012.1 1,000.2 904.2

Flights and other TTV 136.8 117.8 93.7 93.8 88.3
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Total TTV 1,166.1 1,161.2 1,105.8 1,094.0 992.5

Accommodation revenue 126.9 126.1 122.0 121.0 109.3
Flights and other revenue 15.1 13.6 12.1 12.2 9.5
Interest revenue 4.6 5.6 4.2 2.8 2.5
Total revenue 146.6 145.3 138.3 136.0 121.3
Total operating expenses -66.7 - 59.0 - 60.5 - 56.7 - 52.7
Operating profit (before depreciation, 79.9 86.3 77.8 79.3 68.6
amortisation and taxation)

Depreciation -3.9 - 3.3 - 3.1 - 2.3 - 2.0

Amortisation of IT Development Costs

[1 ] -2.4 - 1.7 - 2.8 - 3.1 - 4.2
Other amortisation 0.0 0.0 - 0.3 - 0.3 - 0.2
Profit before income tax 73.6 81.3 71.6 73.6 62.2
Income tax -22.6 - 23.3 - 20.6 - 20.6 - 18.7
Net profit 51.0 58.0 51.0 53.0 43.5

Key Operating Data FY2013 FY2012 FY2011 FY2010 FY2009

Accommodation TTV growth -1% 3% 1% 11% 30%

Flights and other TTV growth 16% 26% - 6% 82%
Total TTV growth - 5% 1% 10% 33%
Accommodation revenue growth 1% 3% 1% 11% 31%
Flights and other revenue growth 11% 12% -1% 28% 73%
Total revenue growth 0.9% 5.1% 1.7% 12.1% 29.0%
Operating expenses growth 13.1% -2.5% 6.7% 7.6% 31.1%
Profit before income tax growth -9.6% 13.6% -2.7% 18.3% 26.9%
Net profit growth -12.2% 13.8% -3.8% 21.8% 26.1%
Accommodation revenue % of 12.3% 12.1% 12.1% 12.1% 12.1%
accommodation TTV
Total revenue % of TTV 12.6% 12.5% 12.5% 12.4% 12.2%
Operating profit margin
[2 ] 55% 59% 56% 58% 57%
Net profit % of total revenue 34.8% 39.9% 36.9% 39.0% 35.9%

Capex
[3 ]
($ million) 9.7 9.1 6.7 17.3 7.8
Average exchange rate AUD/USD 1.03 1.03 0.99 0.88 0.75

1 IT development costs that relate to the acquisition of an asset are capitalised, to the extent that they represent probable
future economic benefits, are controlled by the Group and can be reliably measured (referred to as IT Development Costs).
The capitalised cost is amortised over the period of expected benefit, generally between 1 and 5 years. IT costs incurred in
the management, maintenance and day-to-day enhancement of all IT applications are charged as an expense in the period in
which they are incurred.
2 Being profit before depreciation, amortisation and taxation (not being an IFRS measure and unaudited) as a percentage of
total revenue.
3 Capex is comprised of property, plant and equipment and IT Development Costs. In FY10, this included the purchase of a
new head office building for the Group ($8.3 million).

[Link] Holdings Limited 2013 Annual Report Page 18

 FY13 Key Achievements
FY13 included a number of key achievements outlined below:

 A strategic review of the Group completed and priority projects commenced;

 Hotel commission increase to 11% in Australia/New Zealand (ANZ) successfully implemented;
 Maintained sales of one-in-ten accommodation nights in Australia;
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 Mobile now provides 33.2% of all traffic across the Group;

 Mobile devices and apps deliver 35.9% of traffic and 16.7% of [Link] room nights;
 ANZ accommodation reviews now total almost 800,000 with a market leadership position for hotels in
Australia;
 Successful release of flights growth initiative, including mobile and cross-sell, with Flights TTV up 17.5%;
 Dynamic packaging beta-launched on [Link] and plans to finalise the release of dynamic packaging for
domestic and international in FY14;
 27,830 properties directly contracted, up 18.2% from FY12;
 [Link] brand awareness 63.7% in Australia and 35.6% in New Zealand. Customer “stickiness” still a
strong unique selling proposition; and
 [Link] accommodation inventory integrated into ARNOLD Corporate platform.

Key Business Initiatives

A number of tactical initiatives have been developed to position the Wotif Group for future growth, including:

 mobile - launch of the iPad app for [Link], iPhone app for Asia Web Direct and adding flights to the
mobile sites for [Link]. Continuing investment in new mobile functionality;
 accommodation – increase of ANZ hotel properties by 15.1% coupled with an increase in headcount to our
product team;
 packages – our new product category, dynamic packages was beta-launched in May this year, allowing
customers the flexibility of booking package deals online;
 customer reviews – during the year the [Link] customer reviews increased significantly, and provides
both our customers and hotels with market leading qualified reviews;
 flights – our flights business continues to grow rapidly through our brands, with multi-city and anywhere-to-
anywhere functionality available;
 customer communication and engagement – the rollout of a new eDM platform commenced during the year,
allowing us to more efficiently communicate to our 3 million email subscribers and improve customer
engagement;
 more languages on Asia Web Direct – 16 languages are now offered on the AWD sites to allow the Group to
target specific countries and offer local-language functionality; and
 display advertising – opportunities for hotels and other advertisers on selected sites in the Group ramped
up during the year, which increased advertising income by $0.2 million year-on-year.

Accommodation
 3.68 million accommodation bookings, down 1.3% (FY12: 3.73 million);
 6.78 million room nights for the year, down 3.7% (FY12: 7.04 million);
 Average length of stay for the Group was slightly down to 1.84 nights (FY12: 1.88 nights); and
 Average room rates for the Group rose to $151.62 (FY12: $148.22), an increase of 2.3%.

[Link] Holdings Limited 2013 Annual Report Page 19

 Figure 2. Wotif Group room night sales versus total Australian room night sales
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Properties directly represented included increases across all of the Group geographical locations as shown below:

Flights
 186,075 flight transactions (FY12: 166,790), an increase of 11.6% on prior year; and
 this resulted in a 17.5% growth in transaction values to $129.5 million (FY12: $110.2 million), with
proportionally more international flights being sold.

Revenue
Total Group operating revenue for the year was $146.6 million, an increase of 0.9% (FY12: $145.3 million). With
total transaction value up by 0.4%, this growth is mainly attributable to a commission increase in the Australia
and New Zealand markets, where property commissions rose from 10% to 11%, commencing with contract
renewals after 1 January 2013. The vast majority of contract renewals were completed by 30 June 2013, and the
balance will be renewed as existing contracts expire. As a result of the commission increases during the year, the
Group accommodation margin increased from 12.1% to 12.3%. Total revenue as a percentage of TTV remained
stable at 12.6% (FY12: 12.5%).

Solid increases in Australia and New Zealand accommodation and flights revenues were offset by accommodation
revenue decreases for Asia and Rest of World, which totalled $11.62 million, down 22.3% (FY12: $14.96 million).
Revenue from Flights and Other revenue was up 11% to $15.1 million (FY12: $13.6 million).

Net Profit
Consolidated net profit after tax for the Group for the year was $51.0 million (FY12: $58.0 million).

Total Group revenue increases of $1.3 million included year-on-year improvements of:

 ANZ Accommodation primarily relating to margin increase accounted for $4.1 million;
 flights revenue growth generated an additional $0.7 million on prior year; and
 reduction in credit card merchant service fees by $0.8 million due to a lowering of average merchant
service fees.
Revenue increases were offset by a year-on-year increase in Group costs of $9.1 million, which encompassed a
number of significant expense items including:

[Link] Holdings Limited 2013 Annual Report Page 20

  decrease in year-on-year accommodation revenue from Asia and Rest of World of $3.3 million;
 marketing costs increasing by $2.3 million, or 15.6% (FY12: $17.7 million). This increase was due in part to
increased online search costs, from a combination of increased keyword costs and increased planned spend;
 a 10.7% increase in business development expenses, or $1.1 million, resulting primarily from increased
head count (FY12: $9.9 million);
 web maintenance costs increasing by $1.3 million, or 13.7% (FY12: $9.7 million) resulting from increased
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support and maintenance costs;
 increasing foreign exchange costs to $1.2 million, a variance on the prior year of $1.26 million (FY12: $0.06
million). The costs reflected the changing exchange rates versus the Australian dollar experienced during
the year and variances on payment of properties contracted and settled in foreign currencies;
 a $0.79 million year-on-year unfavourable cost variance movement relating to options expenses written
back in FY12, with no comparable amount in FY13;
 increasing year-on-year depreciation and amortisation costs of $6.28 million relating to continued
investment in the Group’s technology systems and the impact of the application of the capitalisation
accounting policy in the prior year; and
 one-off adjustments for asset write-downs of $2.3 million, including certain Asia Web Direct domain names
($1.74 million) and the accelerated write-off of IT Development Costs ($0.5 million).

Group Margins
Group margins increased as a result of the 1% commission increase during the year.

Total revenue as a percentage of TTV remained stable while the operating profit margin was down from 59.4% in
FY12 to 54.4% in FY13 largely as a result of the increase in year-on-year Group costs as noted above.

* Being profit before depreciation, amortisation and taxation (not being an IFRS measure and unaudited) as a
percentage of total revenue.

Financial Position
The Group’s net asset position remained flat during the period (FY13: $99.9 million; FY12: $98.5 million) with
the financial position being impacted by the following:

 an increase in trade and other receivables of $2.4 million due to timing of collection of credit card
receivables;
 trade and other payables remained flat (FY13: $156.6 million compared to FY12: $157.3 million) consistent
with flat Group revenue;
 Group capital expenditure is consistent with the prior period, with $3.0 million invested in property, plant &
equipment (FY12: $3.2 million) and $6.9 million of IT development capitalised during the year (FY12: $5.7
million);
 intangible assets included a $1.74 million impairment charge to Asia trademark and brand names and $0.5
million accelerated IT Development Costs; and
 net tangible assets declined from 4.1 cents per share to 2.1 cents per share as a result of a flat net asset
position coupled with an increasing intangible asset position, due to a growing capitalised IT development
balance (FY13: $8.5 million; FY12: $4.0 million).

Cash Flows
The net decrease in cash and cash equivalents at 30 June 2013 is largely due to cash flows from investing
activities of $10.2 million comprising:

 payments for property, plant and equipment of $2.8 million;

 payments for web development of $6.9 million; and
 joint venture contributions of $0.5 million.

[Link] Holdings Limited 2013 Annual Report Page 21

 Business Focus and Outlook
Management have assessed the Group’s key areas of focus and the risks associated with achieving the Group’s
objectives. Management consider the following areas could provide uncertainty to the achievement of the
Group’s goals.
For personal use only
Given the Group operates in a predominately online environment, Management consider competition from
existing or new sites and the introduction of new online booking apps to be a risk to the Group’s market share.
The fast release nature of new online technologies and development of apps could impact the Group’s business
model, and Management are constantly monitoring and assessing the global market for new opportunities and
potential threats.

Management are aware that a shift in the value of the Australian dollar, particularly against the US dollar, can
impact domestic consumer spending and in turn, impact the domestic and international travel markets.
Management consider the Group to be in a strong position as the leading online accommodation provider in
Australia and New Zealand to take advantage of increased domestic travel. However, Management consider it
challenging to predict the lead-in time or “flow-on” effect any movement in the Australian dollar will have on
consumer spending.

The domestic Australian and New Zealand retail outlook remains challenging in the face of broader economic
challenges. The Group is well positioned as a leading provider of online accommodation to offer value to
customers in our key markets in an environment of weaker consumer sentiment.

Management’s decision to develop the Group’s IT platforms, mobile device apps and websites in-house allows the
Group to respond quickly to changes in the increasingly competitive mobile device and app landscape. The rollout
of our in-house developed apps and mobile platforms has come at a time when there is significant increase in our
mobile and mobile-device bookings and searches, allowing the Group to respond to changes and improvements
quickly and in line with market trends.

As an online business, Management acknowledge the significant influence of Google in both search results and as
a key element in the online marketing space. While this could be seen as a disruptive element in the online
booking market, Management consider [Link]’s significant brand awareness and depth of product to be an
advantage, improved by the Group’s integrated marketing strategy.

Management consider the direct relationship with the significant number and range of properties is an advantage
in the face of price parity from competitors. In addition to our unique value proposition to suppliers, our
customers benefit from a product offering including flights, packages and activities consistent with the most
competitive market rates.

Strategy Moving Forward

Five key strategic pillars have been identified and work streams have commenced on projects around these
pillars. The five pillars, as noted in the CEO’s Report on pages 4-8, include:

1. Monetisation of traffic from Group websites – aims to maximise the revenue opportunity from the growing
traffic to key websites;
2. Content – improvement of Asia and Rest of World accommodation sales via access to improved content;
3. Marketing – clearly define the customer proposition, assess customer engagement and determine the
marketing approach and advertising spend for each of the Group’s brands;
4. Asia – improve Asia accommodation sales across all of the Group’s websites including improved content,
merchandising, marketing and conversion and the launch of dynamic packaging for Asia destinations in the
second half of FY14; and
5. Technology – improve the Group’s core systems to allow us to expedite internal development and rollout of
new features across Group websites and ensure our customers have an integrated and positive user
experience across desktop, tablet or mobile devices and mobile apps.

Dividends
The Board determined a final dividend in respect of the 2013 financial year of 11.5 cents per share. The dividend
will be paid on 10 October 2013 (total final dividend amount fully franked $24,349,668).

The table below shows the fully franked dividends of the Company that have been paid, declared or
recommended since the end of the preceding financial year.

[Link] Holdings Limited 2013 Annual Report Page 22

 Amount Per Franked Amount
Dividend Record Date Payment Date Total Dividend
Security Per Security
2012 final 14 September 2012 10 October 2012 13.5 cents $28,584,393 13.5 cents
dividend
2013 interim 8 March 2013 28 March 2013 11.5 cents $24,349,668 11.5 cents
dividend
For personal use only
2013 final 13 September 2013
10 October 2013 11.5 cents $24,349,668 11.5 cents
dividend

Significant Changes in the State of Affairs

In the opinion of the Directors, there were no significant changes in the state of affairs of the Group during the
financial year under review not otherwise disclosed in this report or the Consolidated Financial Statements.

Matters Subsequent to the End of the Financial Year

The Directors are not aware of any matters or circumstances not otherwise dealt with in this Report or the
Consolidated Financial Statements that have arisen since the end of the financial year that have significantly
affected or may significantly affect the operations of the Group, the results of those operations or the state of
affairs of the Group in future financial years.

Likely Developments and Expected Results of Operations

Further information on likely developments in the operations of the Group and the expected results of operations
have been included in this annual financial report including in the CEO Report and within the Key Business
Initiatives, Business Focus and Outlook and Strategy Moving Forward sections of the Operating and Financial
Review.

Environmental Disclosure
The operations of the Group are not subject to any particular or significant environmental regulation under any
law of the Commonwealth of Australia or any of its States or Territories.

The Group has not incurred any liability (including any liability for rectification costs) under any environmental
legislation.

Information on Directors

Dick McIlwain (66) − Chairman

Dick joined the Board as Non-executive Chairman on 3 April 2006. He is Chairman of the Company’s Nomination
and Remuneration Committee.

Dick was the Managing Director and Chief Executive Officer of Tatts Group Limited until his retirement in
December 2012.

He was previously the Non-executive Chairman of Super Cheap Auto Group Limited (May 2004 to October 2009)
and is a Fellow of the Australian Institute of Company Directors. He holds a Bachelor of Arts from the University
of Queensland. The Board has determined that Dick is an Independent Director.

Graeme Wood (66) − Non-executive Director

Graeme created the concept of [Link] in 2000. He has been a Director since its inception (24 May 2000), and
was Managing Director until October 2007. He is a member of the Company’s Nomination and Remuneration
Committee.

Graeme’s background is in information systems and software development, beginning with NCR and later with
IBM. His career as an entrepreneur began in the early 1980s with the first of several technology company start-
ups. Graeme is also founder and Executive Director of Wild Mob, Artology and the Global Mail. He is on the
boards of the University of Queensland Endowment Fund, The Global Change Institute and the Centre for Public
Integrity in Washington D.C.

Graeme holds a Bachelor of Economics, a Master of Information Systems and an honorary Doctorate of
Economics, all from the University of Queensland.

[Link] Holdings Limited 2013 Annual Report Page 23

 Andrew Brice (70) − Non-executive Director
Andrew was appointed to the Board on 24 May 2000 as a Non-executive Director. He is a member of the
Company’s Audit and Risk Committee.

Andrew has had a successful career as a chartered accountant. During this time he worked as an auditor at the
accounting firm Arthur Andersen and went on to build his own accounting practice, AH Jackson & Co, from a sole
trader to an established four-partner firm. He graduated from the University of Queensland with a Bachelor of
Commerce, and is a fellow of the Institute of Chartered Accountants.
For personal use only

Ben Smith (48) − Non-executive Director

Ben is a Managing Director in the corporate advisory department of Investec Bank (Australia) Limited, and was
appointed to the Wotif Group Board as a Non-executive Director on 3 April 2006. He is the Chairman of the
Company’s Audit and Risk Committee and a member of the Nomination and Remuneration Committee.

Ben has more than 20 years’ experience in corporate finance and corporate advisory across the gaming, media,
telecommunications, technology, property and hospitality sectors, advising companies in relation to mergers,
acquisitions, equity capital markets and private raisings, and corporate strategy. He has worked as a Director in
the corporate advisory group of Macquarie Bank and, prior to that, in London with Hill Samuel Bank’s corporate
finance and mergers and acquisitions groups.

Ben has a Bachelor of Science in Economics (Hons) majoring in Accounting and Finance from the London School
of Economics and has various industry qualifications, including the Securities Institute Diploma. The Board has
determined that Ben is an Independent Director.

Kaylene Gaffney (43) − Non-executive Director

Kaylene was appointed to the Board on 22 November 2010 as a Non-executive Director. She is a member of the
Company’s Audit and Risk Committee and Nomination and Remuneration Committee.

Kaylene is a chartered accountant and has worked in a variety of senior finance roles across the information
technology, telecommunications and aviation industries. Kaylene is currently the General Manager, Financial
Accounting for Virgin Australia. She holds a Bachelor of Business (Accountancy), Graduate Diploma of Business
(Professional Accounting) and a Master of Business Administration (International), all from the Queensland
University of Technology. The Board has determined that Kaylene is an Independent Director.

David Do (39) − Non-executive Director

David was appointed to the Board on 28 February 2013 as a Non-executive Director.

David has significant experience in Asia, and with digital commerce. Prior to founding VI Group (a SE-Asia
focused private equity firm), David was a general manager at Microsoft where he led strategy, mergers and
acquisitions, investments and joint ventures. In this role, he was part of the team that managed Microsoft’s
investment in Expedia and also the acquisition of a leading online travel aggregator and fare prediction company,
Farecast.

David holds an MBA from Harvard University and a Bachelor of Commerce from the University of New South
Wales. He was previously a member of the Board of Directors for MSNBC Inc, CNBC Inc, Ninemsn Pty Ltd and
Internet companies in China, Latin America and the Middle East. The Board has determined that David is an
Independent Director.

Directors who resigned during the year

Robbie Cooke (47)

Until his resignation, Robbie held the position of Chief Executive Officer and Managing Director. Robbie joined the
Company in January 2006, initially as the Chief Operating Officer, before promotion to Chief Executive Officer
and Managing Director in October 2007. Prior to joining the Company, Robbie held positions at UNiTAB Limited,
Santos, HSBC James Capel and MIM Holdings Limited.

He has a Bachelor of Commerce and a Bachelor of Laws (Hons), both from the University of Queensland, a
Graduate Diploma in Company Secretarial Practice, and is a member of Chartered Secretaries Australia and of
the Australian Institute of Company Directors.

Company Secretary
Sean Phillip Simmons ACIS, is the Company Secretary of [Link] Holdings Limited (since 22 September
2008). Sean has previously held senior legal positions with [Link] and Clayton Utz. Sean is admitted as a
solicitor of the Supreme Court of Queensland. He holds a Bachelor of Commerce, a Bachelor of Law (Hons) and a

[Link] Holdings Limited 2013 Annual Report Page 24

 Master of Laws (Technology & Intellectual Property) from the University of Queensland. He is a member of
Chartered Secretaries Australia, and has completed a Graduate Diploma in Applied Corporate Governance.

Directors’ Interests
The relevant interest of each Director in the share capital of the Company and its controlled entities at the date
of this Report is as follows:
For personal use only

Name Fully Paid Ordinary Shares Options Over Ordinary Shares

R D McIlwain* 575,000 Nil
G T Wood* 43,861,000 Nil
A B R Smith* 150,000 Nil
R A C Brice* 33,000,000 Nil
K J Gaffney Nil Nil
D Do Nil Nil

* These relevant interests include superannuation fund, trust, joint and other ownership structures, as
appropriate.

Directors’ Meetings
The number of Directors’ meetings (and meetings of committees of Directors) and number of meetings attended
by each of the Directors of the Company during the financial year are shown in the following table.

Nomination &
Name Board Of Directors Audit & Risk Committee Remuneration Committee
A B A B A B
R D McIlwain 11 11 - - 2 2
R M S Cooke* 5 5 - - - -
G T Wood 11 11 - - 2 2
A B R Smith 11 11 5 5 2 2
R A C Brice 11 10 5 5 - -
K J Gaffney 11 11 5 5 2 2
D Do 4 4 - - - -

* R M S Cooke resigned as Managing Director on 11 January 2013.

Column A indicates the number of meetings held during the financial year while the Director was a member
of the Board or Committee and which the Director was entitled to attend.

Column B indicates the number of meetings attended by the Director during the financial year while the
Director was a member of the Board or Committee.

Remuneration Report (Audited)

The Remuneration Report of the Company is set out under the following sections:

SECTION A − Principles used to determine the Nature and Amount of Remuneration

SECTION B − Details of Remuneration

SECTION C − Contractual Arrangements

SECTION D − Share-based Compensation

SECTION E − Additional Information

The information provided in this Remuneration Report has been audited as required by section 308(3C) of the
Corporations Act 2001.

[Link] Holdings Limited 2013 Annual Report Page 25

 Section A - Principles used to determine the Nature and Amount of Remuneration

Remuneration policy
The approach by the Group to remuneration is to ensure that remuneration packages:

 properly reflect each individual’s duties and responsibilities;

For personal use only
 are competitive in attracting, retaining and motivating staff of the highest quality; and
 are appropriate for the results delivered so as to uphold the interests of shareholders.

The Board has established a Nomination and Remuneration Committee, which is charged with establishing and
reviewing the remuneration policies of the Group. An overview of the functions of the Committee is set out on
page 11.

A copy of the Charter of the Committee can be found at [Link].

Remuneration structure − senior executives

Remuneration of senior executives of the Group is comprised of two elements:

1. Fixed remuneration:
Senior executives are offered a competitive base pay that comprises the fixed component of pay and rewards.
External market data obtained from national remuneration surveys and peer groups are used to ensure base pay
is set to reflect the market for a comparable role. Base pay for senior executives is reviewed annually to ensure
that it is competitive with the market.

2. Variable (at risk) remuneration:

The variable component of senior executives’ remuneration is comprised of potential participation in a bonus pool
and an option scheme.

Bonus pool: The bonus pool is comprised of two components:

a) The first component of the pool is created when earnings before interest expense, tax, depreciation and
amortisation in a financial year exceed the prior year result by a predetermined percentage set by the
Nomination and Remuneration Committee at the commencement of the relevant financial year. For FY12 a
varying percentage (between 0.3% and 5.0%) of net profit after tax seeded a potential bonus pool if
earnings before interest expense, tax, depreciation and amortisation for FY12 outperformed FY11’s result
(by between 1% and 20%). An additional amount will be added to or subtracted from the potential bonus
pool where the related operational expense margin varies from the prior year. This component of the bonus
pool focuses senior executives on outperformance and controlling costs in areas over which they exercise
control. For FY13, no bonus pool was created as the earnings before interest expense, tax, depreciation and
amortisation for FY13 did not outperform the FY12 result.

b) A second component adjusting the potential bonus pool arises from movements in the Group’s earnings per
share. This component of the bonus pool is designed to align senior executives’ remuneration with
improvements to, or declines in, the earnings that establish the capacity of the Company to pay dividends
to shareholders.

The distribution of the bonus pool between senior executives and other employees who have made a significant
contribution to the Group’s performance is determined by the Nomination and Remuneration Committee. It is
considered that the “at risk” bonus pool aligns executive performance with shareholder returns and provides a
short-term incentive in relation to years where the Group outperforms, however provides no, or low,
participation in periods where the performance is less satisfactory. In the FY12 reporting period a bonus pool was
formed and part of this was distributed in accordance with the directions of the Nomination and Remuneration
Committee. In the FY13 reporting period, no bonus pool was created.

Option scheme: The Board uses equity as part of its remuneration approach and this has taken the form of the
issue of options and performance rights to executives under the Executive Share Option Plan. Participation in the
plan is at the Board’s discretion and no individual has a contractual right to participate in the plan or receive any
guaranteed benefits.

The Board reviews the use of options and performance rights from time to time. It is considered that options and
performance rights are an effective long-term incentive that (due to the performance hurdles) strongly aligns
executives with shareholder interests. In the reporting period 710,100 performance rights were granted under
the plan.

[Link] Holdings Limited 2013 Annual Report Page 26

 Any future grant of options and performance rights will be determined by the Board having regard to the limits
on the number of options and performance rights that may be issued under the Executive Share Option Plan and
the Company’s overall remuneration policies. Any allocation of options and performance rights to individual
executives will be determined by the Nomination and Remuneration Committee having regard to the individual’s
performance and position. It is intended to undertake a further grant of equity to Group personnel in the 2014
financial year.

Remuneration Approach – CEO

For personal use only

The remuneration package set for Scott Blume is aligned with the principles and practices outlined in the
remuneration policy and comprises both fixed and variable (at risk) components. The remuneration package
outlined below was developed to secure and motivate the new CEO after:

 considering the duties and responsibilities of the CEO role;

 benchmarking the remuneration packages paid to CEOs in similar organisations;
 providing a remuneration package required to secure the breadth and depth of talent and experience
required to reposition the Company and promote the long term development of internal talent; and
 aligning the incentives with the long and short-term performance of the Company and improvements in
shareholder value over the medium and long term.

Fixed Remuneration
Fixed annual remuneration inclusive of superannuation, of $750,000 which gives consideration to the duties and
responsibilities of the role and reflects the package required to attract, motivate and retain talent at this level.

Variable (at risk) Remuneration

The variable (at risk) component comprises both a short-term incentive and a long term incentive aligned with
the performance of the Company.

a) A Short Term Incentive (STI) of up to 40% of the fixed annual remuneration annually. The performance
hurdles for the STI reflect the approved annual budgets, the development and implementation of a new
strategic plan and the development and performance of innovative and productive workplace teams.

b) Equity based Long Term Incentive (LTI) to align with shareholder value creation over a longer term period.
Details of this package are included in section D of the remuneration report (Package 12). It contains
hurdles based on the growth in shareholder value that comes from improved earnings per share and
superior total shareholder returns.

Sign-on bonus
A sign-on bonus comprised of zero-priced options was provided as part of a talent acquisition strategy. Details of
this package can be found in section D of the remuneration report (Package 11). It recognised equity interests
foregone and the requirement for the CEO to relocate from Asia to Brisbane. Both earnings per share and total
shareholder return hurdles apply to the sign-on bonus.

Remuneration approach – Non-executive Directors

The Company’s Non-executive Directors are remunerated from a maximum aggregate amount as determined by
shareholders (currently $800,000 in total fixed at the General Meeting of Shareholders on 24 October 2011). This
amount excludes payments for extra services such as membership of Board committees and is divided amongst
all Non-executive Directors. Members of Board committees have elected to receive no additional payments for
these extra services. Current rates paid to Non-executive Directors (inclusive of superannuation) are:

Chairman – $163,500 p.a.

Non-executive Director – $100,000 p.a.

(R A C Brice has elected to receive no Board fees.)

There are no termination payments to Non-executive Directors on retirement from office other than payments
relating to their accrued superannuation entitlements.

The Board’s policy is to remunerate Non-executive Directors at market rates for comparable companies having
regard to the time commitments and responsibilities assumed.

[Link] Holdings Limited 2013 Annual Report Page 27

 Section B – Details of Remuneration
The following persons, along with the Non-executive Directors, were the key management personnel having
authority and responsibility for planning, directing and controlling the activities of the Company, directly or
indirectly, during the financial year:

R M S Cooke – Chief Executive Officer & Managing Director (resigned 11 January 2013)
S Blume – Chief Executive Officer (appointed 21 January 2013)
For personal use only

G R Timm – Chief Financial Officer

D F Barnes – Chief Commercial Officer (appointed 27 May 2013)
A M Ross – Chief Information Officer (resigned 31 January 2013)
J M Sutherland – Chief Information Officer (appointed 1 February 2013)
H Demetriou – Executive General Manager Flights, Activities & Packages
J N Holte – Executive General Manager Australia & New Zealand (resigned 10 May 2013)
M W Varley – Executive General Manager Asia (resigned 5 April 2013)
O Dombey – Executive General Manager Asia (appointed 3 June 2013)

Details of the remuneration of the Directors and key management personnel of the Group and/or Company are
set out in the tables on the following pages.

Post-
Short-term employee Long term
2013 employment Equity
benefits benefits
benefits
Performance
Base cash related Long Options/ Employee
salary and remuneration Super- service performance bonus
Name fees cash bonus annuation leave rights2 shares3 Total
$ $ $ $ $ $ $
Non-
executive
Directors 1
R D McIlwain 150,000 - 13,500 - - - 163,500
G T Wood 91,743 - 8,257 - - - 100,000
R A C Brice - - - - - - -
A B R Smith 91,743 - 8,257 - - - 100,000
K J Gaffney 91,743 - 8,257 - - - 100,000
D Do4 38,226 - 3,440 - - - 41,666
Sub-total
Non-
executive
Directors 463,455 - 41,711 - - - 505,166
Executive
Directors
R M S Cooke5 555,675 - 12,353 - - - 568,028
Other key
management
personnel
S Blume6 310,339 - 12,353 - 86,428 - 409,120
G R Timm 263,438 - 16,470 6,264 38,903 - 325,075
D F Barnes7 27,384 - 962 - - - 28,346
A M Ross8 146,480 - 14,966 - (22,027) - 139,419
J M Sutherland8 105,572 - 6,847 7,555 7,637 - 127,611
H Demetriou 214,916 - 15,714 7,777 17,556 - 255,963
J N Holte9 204,557 - 16,312 - (29,956) - 190,913
M W Varley10 202,919 - 16,599 - (18,649) - 200,869
O Dombey10 22,279 - - - - - 22,279
Total key
management
personnel
compensation 2,517,014 - 154,287 21,596 79,892 - 2,772,789

[Link] Holdings Limited 2013 Annual Report Page 28

 Post-
Short-term employee Long term
2012 employment Equity
benefits benefits
benefits
Performance Options
Base cash related Long Options/ Employee (prior year
salary and remuneration Super- service performance bonus write-
Name fees cash bonus annuation leave rights2 shares3 back)11 Total
$ $ $ $ $ $ $ $
Non-
For personal use only
executive
Directors1
R D McIlwain 150,000 - 13,500 - - - 163,500
G T Wood 87,829 - 7,905 - - - 95,734
R A C Brice - - - - - - -
A B R Smith 87,829 - 7,905 - - - 95,734
K J Gaffney 87,829 - 7,905 - - - 95,734

Sub-total
Non-
executive
Directors 413,487 - 37,215 - - - 450,702
Executive
Directors
R M S Cooke 982,310 600,000 15,775 23,427 63,090 - (138,444) 1,546,158

Other key
management
personnel
G R Timm 250,346 50,000 21,674 15,557 32,302 - (19,725) 350,154
A M Ross 206,020 50,000 15,325 7,174 17,553 - (40,795) 255,277
H Demetriou 197,810 35,000 15,357 8,745 13,634 - (47,407) 223,139
J N Holte 178,229 50,000 15,374 1,702 24,316 - (2,474) 267,147
M W Varley 201,200 30,000 18,108 4,819 14,513 - (26,996) 241,644

Total key
management
personnel
compensation 2,429,402 815,000 138,828 61,424 165,408 - (275,841) 3,334,221

1. Non-executive Directors’ remuneration represents fees in connection with attending Board meetings and Board Committee
meetings.
2. No options or performance rights were granted to Directors in the financial year. No options or performance rights were
outstanding to Directors other than the Managing Director during the financial year.
3. Refers to shares issued pursuant to the Employee Share Plan.
4. D Do commenced 28 February 2013.
5. R M S Cooke resigned 11 January 2013.
6. S Blume commenced 21 January 2013.
7. D F Barnes appointed as Chief Commercial Officer 27 May 2013.
8. A M Ross resigned as Chief Information Officer on 31 January 2013 and J M Sutherland was appointed on 1 February 2013.
The negative amount of share-based payments expense for A M Ross relates to the forfeiture of her unvested Executive
Share Option Plan awards.
9. J N Holte resigned as Executive General Manager Australia and New Zealand on 10 May 2013. This position was not refilled;
instead, the new role of Chief Commercial Officer was created. The negative amount of share-based payments expense
relates to the forfeiture of his unvested Executive Share Option Plan awards.
10. M W Varley resigned as Executive General Manager Asia on 5 April 2013 and O Dombey was appointed on 3 June 2013. The
negative amount of share-based payments expense for M W Varley relates to the forfeiture of his unvested Executive Share
Option Plan awards.
11. Represents the calculated reduction (per AASB2 Share Based Payments) in options expenses having regard to vesting
failures of options or performance rights due to non-market factors.

[Link] Holdings Limited 2013 Annual Report Page 29

 The relative proportions of remuneration that are linked to performance and those that are fixed are as follows:

Name Fixed Remuneration At risk – STI At Risk – LTI

2013 2012 2013 2012 2013 2012
% % % % % %
Non-executive
Directors
For personal use only

R D McIlwain 100 100 - - - -

G T Wood 100 100 - - - -
R A C Brice - - - - - -
A B R Smith 100 100 - - - -
K J Gaffney 100 100 - - - -
D Do 100 - - - - -
Executive
Directors
R M S Cooke 100 60 - 36 - 4
Other key
management
personnel
S Blume 79 - - - 21 -
G R Timm 88 78 - 14 12 8
D F Barnes 100 - - - - -
A M Ross 116 77 - 17 (16) 6
J M Sutherland 94 - - - 6 -
H Demetriou 93 82 - 13 7 5
J N Holte 116 72 - 19 (16) 9
M W Varley 109 84 - 11 (9) 5
O Dombey 100 - - - - -

The negative-at-risk remuneration percentage is due to a negative accounting charge due to the forfeiture of unvested
Executive Share Option Plan awards upon resignation of the employee.
Remuneration percentage calculations are based upon option and performance rights expense excluding write-back.
During FY12, A M Ross took a significant period of unpaid annual leave. This resulted in a corresponding decrease in Fixed
Remuneration.

[Link] Holdings Limited 2013 Annual Report Page 30

 Section C – Contractual Arrangements
Details of the contracts of employment with the key management personnel of the Group and/or Company are
set out below:

Termination by Termination by
Name Employed by Term of agreement
Company* Employee**
R M S Cooke [Link] Pty Ltd Fixed term to 22 January 12 months’ base 6 months’ notice
For personal use only
Chief Executive 2014. Agreement salary
Officer and terminated on resignation
Managing Director on 11 January 2013

S Blume [Link] Pty Ltd Rolling term, commencing 12 months’ base 6 months’ notice
Chief Executive 21 January 2013 salary
Officer
G R Timm [Link] Pty Ltd Rolling term 6 months’ base 4 months’ notice
Chief Financial salary
Officer
D F Barnes [Link] Pty Ltd Rolling term, commencing 6 months’ base 3 months’ notice
Chief Commercial 27 May 2013 salary
Officer
A M Ross [Link] Pty Ltd Rolling term, agreement 6 months’ base 8 weeks’ notice
Chief Information terminated on resignation salary
Officer on 31 January 2013

J M Sutherland [Link] Pty Ltd Rolling term, commencing 6 months’ base 3 months’ notice
Chief Information 1 February 2013 salary
Officer
H Demetriou A.C.N 079 010 Rolling term Nil 8 weeks’ notice
Executive General 772 Limited
Manager Flights, (formerly
Activities & [Link]
Packages Limited)
J N Holte [Link] Pty Ltd Rolling term, agreement 3 months’ base 8 weeks’ notice
Executive General terminated on resignation salary
Manager Australia on 10 May 2013
& New Zealand
M W Varley [Link] Pty Ltd Rolling term, agreement 6 months’ base 6 months’ notice
Executive General terminated on resignation salary
Manager Asia on 5 April 2013
O Dombey [Link] Pte Ltd Rolling term, commencing 6 months’ base 3 months’ notice
Executive General 3 June 2013 salary
Manager Asia

* The Company may terminate the employment agreement without cause at any time (in which case the employee is entitled
to the fixed remuneration specified in the table above and no right to a severance payment arises).
** The employee may terminate the employment agreement on the notice specified in the table above. The employee will be
entitled to all remuneration and other benefits accrued in the period prior to the termination of their employment but will not
be entitled to any other payment or compensation in connection with any such termination.

[Link] Holdings Limited 2013 Annual Report Page 31

 Section D – Share-based Compensation

Options and Performance Rights

The Company has undertaken nine issues of options under the Executive Share Option Plan and three issues of
performance rights. The major terms of those issues that are current are as follows (Directors, other than R M S
Cooke in his capacity as Managing Director, did not participate in these issues):
For personal use only

Package 2 Package 3 Package 4 Package 5 Package 6 Package 7 Package 8 Package 9

Options Options Options Options Options Options Options Options

Number of
options granted 2,883,000 390,000 800,000 1,815,000 1,468,000 872,500 800,000 935,000

Grant date 10 Apr 2006 19 Mar 2007 22 Oct 2007 4 Jul 2008 30 Jun 2009 3 Sept 2010 25 Oct 2010 3 Oct 2011

Exercise price $2.00 $4.20 $4.75 $2.92 $4.43 $4.43 $4.68 $4.03

Number of 5 equal 5 equal 3 tranches 3 tranches 3 tranches 3 tranches 3 tranches 3 tranches

options per tranches tranches 1st:200,000 1st:603,987 1st:489,307 1st:290,831 1st:400,000 1st:311,666
tranche 2nd:200,000 2nd:604,002 2nd:489,339 2nd:290,832 2nd:200,000 2nd:311,667
3rd:400,000 3rd:607,011 3rd:489,354 3rd:290,837 3rd:200,000 3rd:311,667

Vesting dates
and fair value

Tranche 1 1 Oct 2007 1 Oct 2008 22 Oct 2009 1 Nov 2011 1 Nov 2012 1 Nov 2013 31 Oct 2013 1 Nov2014
$0.4829 $0.9966 $1.8350 $0.693 $1.44 $0.94 $0.91 $0.7389

Tranche 2 1 Oct 2008 1 Oct 2009 22 Oct 2010 1 Nov 2012 1 Nov 2013 1 Nov 2014 31 Oct 2014 1 Nov2015
$0.5047 $1.0519 $1.910 $0.699 $1.48 $1.02 $1.01 $0.7408

Tranche 3 1 Oct 2009 1 Oct 2010 22 Oct 2011 1 Nov 2013 1 Nov 2014 1 Nov 2015 31 Oct 2015 1 Nov2016
$0.5202 $1.0995 $1.975 $0.6972 $1.51 $1.07 $1.07 $0.7335

Tranche 4 1 Oct 2010 1 Oct 2011

$0.5300 $1.1391

Tranche 5 1 Oct 2011 1 Oct 2012

$0.5351 $1.1713

Lapsing date 31 Dec 2011 31 Dec 2012 31 Dec 2011 31 Dec 2013 31 Dec 2014 31 Dec 2015 31 Dec 2015 31 Dec 2016

Package 10 Package 11 Package 11 Package 12 Package 12

Performance Performance Performance Performance Performance
rights rights rights rights rights
EPS Rights* TSR Rights* EPS Rights** TSR Rights**

Number of performance right granted 260,100 213,750 71,250 123,750 41,250

Grant date 23 Oct 2012 28 May 2013 28 May 2013 28 May 2013 28 May 2013

Share price $4.90 $5.50 $5.50 $5.50 $5.50

Exercise price Nil Nil Nil Nil Nil

Number of performance rights per tranche 3 equal 3 equal 3 equal 3 equal 3 equal
tranches tranches tranches tranches tranches

Vesting dates and fair value

Tranche 1 1 Nov 2015 28 Feb 2014 28 Feb 2014 28 Feb 2016 28 Feb 2016
$4.2303 $5.3023 $3.0537 $4.8117 $3.0495

Tranche 2 1 Nov 2016 28 Feb 2015 28 Feb 2015 28 Feb 2017 28 Feb 2017
$4.0297 $5.0511 $2.7259 $4.5837 $2.7243

Tranche 3 1 Nov 2017 28 Feb 2016 28 Feb 2016 28 Feb 2018 28 Feb 2018
$3.8381 $4.8117 $2.2250 $4.3665 $2.3414

Lapsing date 31 Dec 2019 30 Jun 2016 30 Jun 2016 30 Jun 2018 30 Jun 2018

*Package 11 totals 285,000 performance rights and is comprised of 2 components, being 213,750 rights using Earnings Per
Share as a performance measure (EPS Rights) and 71,250 rights using Total Shareholder Return as a performance measure
(TSR Rights).
** Package 12 totals 165,000 performance rights and is comprised of 2 components, being 123,750 rights using Earnings Per
Share as a performance measure (EPS Rights) and 41,250 rights using Total Shareholder Return as a performance measure
(TSR Rights).

[Link] Holdings Limited 2013 Annual Report Page 32

 The vesting conditions for each package incorporate the following performance criteria:

Performance criteria for each tranche

Package 2 The performance criteria, all of which have been satisfied, were as follows:
 for the first tranche, achieving Prospectus forecast earnings per share for FY2007; and
 for the second tranche (and each successive tranche), achieving compound annual earnings per share
For personal use only
growth of 10% over Prospectus forecast earnings per share for FY2007.

Package 3 The performance criteria, all of which have been satisfied, were as follows:
 for the first tranche, achieving earnings per share of 10.34 cents; and
 for the second tranche (and each successive tranche), achieving compound annual earnings per share
growth of 10% over 10.34 cents.

Package 4 The performance criteria, all of which have been satisfied, were as follows:
 for the first tranche, achieving earnings per share of 16.453 cents;
 for the second tranche, achieving earnings per share of 18.510 cents; and
 for the third tranche, achieving earnings per share of 20.823 cents.

Package 5 Achieving compound annual earnings per share growth of 15% over FY2008 earnings per share.

Package 6 Achieving compound annual earnings per share growth of 10% over FY2009 earnings per share.

Package 7 Achieving compound annual earnings per share growth of 10% over FY2010 earnings per share.

Package 8 The Company’s earnings per share for FY2013 must be at least 33.73 cents per share.

Package 9 Achieving compound annual earnings per share growth of 7.5% over FY2011 earnings per share.

Package 10 Achieving compound annual earnings per share growth of 6% over FY12 earnings per share. A pro-rata
entitlement is recommended to occur should the compound annual earnings per share growth over FY12 earnings
per share be between 3% and 6%.

Package 11  75% of the tranche (EPS rights) is subject to achieving compound annual earnings per share growth of 5%
over the 2012 calendar year earnings per share; and
 the remaining 25% of the tranche (TSR rights) is subject to the total shareholder return exceeding the
average total shareholder return for a basket of ASX listed companies including the following: Seek Limited,
[Link] Limited, REA Group Limited, Flight Centre Limited, Webjet Limited, Corporate Travel
Management Limited and Jetset Travelworld Limited for the 2013 calendar year and thereafter, on a
cumulative average basis until the 2015 calendar year.

Package 12  For each tranche, 75% of the tranche (EPS rights) is subject to the Company’s earnings per share for the
2015 calendar year meeting or exceeding the 2012 calendar year earnings per share uplifted by 5%
cumulatively for the three intervening calendar years. Thereafter the criteria is measured for the 2016 and
2017 calendar year with the number of intervening years increased to four and five years respectively; and
 the remaining 25% of the tranche (TSR rights) is subject to the Company’s total shareholder return for the
three calendar years 2013 to 2015 meeting or exceeding the average total shareholder return for a basket of
ASX listed companies including the following: Seek Limited, [Link] Limited, REA Group Limited, Flight
Centre Limited, Webjet Limited, Corporate Travel Management Limited and Jetset Travelworld Limited for the
corresponding three year period. Thereafter the criterion is measured for the 2016 and 2017 calendar year
with the number of intervening years increased to four and five years respectively.

In respect of all packages, if the performance criteria for a tranche are not met, but subsequently the
performance criteria for a later tranche are met, then the tranche with the earlier vesting date will vest as if the
performance criteria had been met. In respect of all packages, if there is a change in control of the Company
after its admission to the Official List of ASX, the Board may resolve that any options and performance rights that
have not vested will immediately vest.

Options and performance rights granted under the plan carry no dividend or voting rights.

When exercisable, each option and performance right is convertible into one ordinary share.

[Link] Holdings Limited 2013 Annual Report Page 33

 Details of options and performance rights over ordinary shares in the Company as provided to each Director and
key management personnel are set out below.

Number of options/performance rights Number of options/performance rights

Name
granted during the year vested during the year

FY13 FY12 FY13 FY12

Directors
For personal use only

R D McIlwain - - - -
R M S Cooke - - - -
G T Wood - - - -
R A C Brice - - - -
A B R Smith - - - -
K A Gaffney - - - -
D Do - - - -

Key management
personnel
S Blume 450,000 - - -
G R Timm 13,500 200,000 - -
D F Barnes - - - -
A M Ross 13,500 24,000 - 20,000
J M Sutherland 9,000 24,000 - -
H Demetriou 10,800 24,000 - -
J N Holte 10,500 24,000 - -
M W Varley 11,200 24,000 - 20,000
O Dombey - - - -

The assessed fair value at grant date of options and performance rights granted to the above individuals is
allocated equally over the period from grant date to vesting date and the amount is included in the remuneration
tables above. The fair value of the options and performance rights packages granted is estimated as at the date
of grant taking into account the terms and conditions upon which the options and performance rights were
granted. A binomial model is used for the options packages and performance rights package 10 and a Monte
Carlo simulation model is used for performance rights packages 11 and 12. The inputs into the valuation models
are included in Note 29.

Details of ordinary shares in the Company provided as a result of the exercise of options and performance rights
to each Director and other key management personnel of the Group and/or Company are set out below:

Amount paid per

Date of exercise of Number of shares issued on exercise of
ordinary share on
options/performance options/performance rights during the
Name exercise of option/
rights in the year year
performance rights
FY13 FY12 FY12
Directors
R M S Cooke - - - -
All other directors - - - -
Key management
personnel
S Blume - - - -
G R Timm - - - -
D F Barnes - - - -
A M Ross - - 20,000 $2.00
J M Sutherland - - - -
H Demetriou - - - -
J N Holte - - - -
M W Varley - - 20,000 $2.00
O Dombey - - - -

* No amounts are unpaid on any shares issued on exercise of options or performance rights

[Link] Holdings Limited 2013 Annual Report Page 34

 Key management personnel of the Group must not enter into transactions in products associated with shares,
options or performance rights in [Link] Holdings Limited that operate to limit the economic risk to such
security holdings.

A Director or employee of the Group must not trade in shares, options, performance rights or derivatives of
[Link] Holdings Limited for short-term gain and, accordingly, trading in these same shares, options,
performance rights or derivatives within a 12-month period is prohibited.
For personal use only

Under Group policy, a breach of either of the above may lead to disciplinary action, including dismissal in serious
cases.

Section E – Additional Information

Company performance
The remuneration policies implemented since the Company’s formation have aligned the growth in the
Company’s profits and shareholder returns with the remuneration of executives. The policies implemented have
assisted in driving net profit after tax from $43.5 million in FY09 to $51.0 million in FY13 as shown in Figure 3,
and earnings per share growth as shown in Figure 4. Since listing in June 2006 at an issue price of $2.00,
[Link] Holdings Limited’s shares have increased in value by 127% to $4.53 as at 30 June 2013 ($4.21 as at
30 June 2012) as shown in Figure 5. However, options granted to executives in prior periods did not vest in the
reporting period as a result of the performance criteria linked to cumulative earnings per share growth not being
achieved. The Nomination and Remuneration Committee are responsible for ongoing review of the remuneration
policies designed to meet the needs of the Group and to enhance and align corporate and individual
performance.

Figure 3. NPAT CAGR – 5 year history (million AUD)

Figure 4. Earnings per share CAGR – 5 year history (cents)

[Link] Holdings Limited 2013 Annual Report Page 35

 Figure 5. Share price since listing
For personal use only

Further details relating to options and performance rights are set out below:

A B C D
Remuneration Value at grant date Value at exercise Value at lapse date
consisting of date
options/
Name performance rights $ $ $
R D McIlwain - - - -
A B R Smith - - - -
R A C Brice - - - -
G T Wood - - - -
R M S Cooke - - - -
S Blume 21% 1,758,455 - -
G R Timm 12% 43,641 - -
D F Barnes - - - -
A M Ross (16%) 43,641 - (38,255)
J M Sutherland 6% 12,123 - -
H Demetriou 7% 34,913 - -
J N Holte (16%) 36,206 - (40,701)
M W Varley (9%) 33,943 - (29,989)
O Dombey - - - -

Column A The percentage of the value of remuneration consisting of options/performance rights, based on the value of
options/performance rights expensed during the current year.
Column B The value at grant date calculated in accordance with AASB 2 Share-based Payment of options/performance rights granted
during the year as part of remuneration.
Column C The value at exercise date of options/performance rights that were granted as part of remuneration and were exercised during
the year, being the intrinsic value of the options/performance rights at that date.
Column D The value at lapse date of options/performance rights that were granted as part of remuneration and that lapsed during the
year, because a vesting condition was not satisfied. The value is determined at the time of lapsing but assuming the condition
was satisfied.

Options and Performance Rights

For each grant of options and performance rights included in the table on the following pages, the percentage of
the grant that has vested to date and the percentage that was forfeited because the performance criteria were
not met or lapsed are as set out on the following page. No options or performance rights will vest if the
performance criteria as set out on page 33 are not met, hence the minimum value of options and performance
rights yet to vest is Nil.

[Link] Holdings Limited 2013 Annual Report Page 36

 Option/performance Vested Forfeited/ Financial years in Minimum total Maximum total
rights package and Lapsed which options/ value of grant value of grant
year granted performance yet to vest yet to vest5
rights may vest $ $

R M S Cooke Package 1 (FY06) 100% 0% N/A Nil -

Package 4 (FY08) 0% 100%6 FY12 Nil -

Package 8 (FY11) 0 100% FY14 – FY16 Nil -

For personal use only
Package 11 (FY13) –
S Blume 0% 0% FY14 Nil 377,789
EPS Rights
FY15 359,891
FY16 342,834
Package 11 (FY13) –
0% 0% FY14 Nil 72,525
TSR Rights
FY15 64,740
FY16 52,844
Package 12 (FY13) -
0% 0% FY16 Nil 198,483
EPS Rights
FY17 189,078
FY18 180,118
Package 12 (FY13) -
0% 0% FY16 Nil 41,931
TSR Rights
FY17 37,459
FY18 32,194

G R Timm Package 5 (FY09) 0% 0% FY12 Nil 11,549

FY13 11,650
FY14 11,620

Package 6 (FY09) 0% 0% FY13 Nil 9,599

FY14 9,867
FY15 10,067

Package 7 (FY11) 0% 0% FY14 Nil 2,820

FY15 3,060
FY16 3,210

Package 9 (FY12) 0% 0% FY15 Nil 49,260

FY16 49,387
FY17 48,900

Package 10 (FY13) 0% 0% FY16 Nil 19,036

FY17 18,134
FY18 17,271

A M Ross Package 2 (FY06) 100% 0% N/A N/A -

Package 5 (FY09) 0% 100% FY12 – FY14 Nil -

Package 6 (FY09) 0% 100% FY13 – FY15 Nil -

Package 7 (FY11) 0% 100% FY14 – FY16 Nil -

Package 9 (FY12) 0% 100% FY15 – FY17 Nil -

Package 10 (FY13) 0% 100% FY16 – FY18 Nil -

(Continued on next page)

5 The maximum value of each option/performance right yet to vest has been determined as the total number of
options/performance rights to vest multiplied by the fair value of each option/performance right at grant date.
6 The performance criteria set for these options have in all respects been satisfied. The option holder determined not to
proceed to exercise the options due to the exercise price being set at $4.75 per option. The value ascribed to the option
holder’s reported remuneration for these options over their term, and the amount accordingly charged to the Company’s
Income Statement, was $1,539,000.

[Link] Holdings Limited 2013 Annual Report Page 37

 Option/performance Vested Forfeited/ Financial years in Minimum total Maximum total
rights package and Lapsed which options/ value of grant value of grant
year granted performance yet to vest yet to vest7
rights may vest $ $

J M Sutherland Package 6 (FY09) 0% 0% FY13 Nil 24,000

FY14 Nil 24,667
FY15 25,167
For personal use only
Package 7 (FY11) 0% 0% FY14 Nil 5,640
FY15 6,120
FY16 6,420

Package 9 (FY12) 0% 0% FY15 Nil 5,911

FY16 5,926
FY17 5,868

Package 10 (FY13) 0% 0% FY16 Nil 12,691

FY17 12,089
FY18 11,514

H Demetriou Package 5 (FY09) 0% 0% FY12 Nil 28,875

FY13 29,125
FY14 29,050

Package 6 (FY09) 0% 0% FY13 Nil 16,799

FY14 17,267
FY15 17,617

Package 7 (FY11) 0% 0% FY14 Nil 5,954

FY15 6,459
FY16 6,777

Package 9 (FY12) 0% 0% FY15 Nil 5,911

FY16 5,926
FY17 5,868

Package 10 (FY13) 0% 0% FY16 Nil 15,229

FY17 14,507
FY18 13,817

J N Holte Package 7 (FY11) 0% 100% FY14 – FY16 Nil -

Package 9 (FY12) 0% 100% FY15 – FY17 Nil -

Package 10 (FY13) 0% 100% FY16 – FY18 Nil -

M W Varley Package 2 (FY06) 100% 0% N/A N/A -

Package 5 (FY09) 0% 100% FY12 – FY14 Nil -

Package 6 (FY09) 0% 100% FY13 – FY15 Nil -

Package 7 (FY11) 0% 100% FY14 – FY16 Nil -

Package 9 (FY12) 0% 100% FY15 – FY17 Nil -

Package 10 (FY13) 0% 100% FY16 – FY18 Nil -

Bonus Shares
No shares were issued under the Company’s Employee Share Plan in the reporting period.

Unissued Shares
As at the date of this report and at the reporting date, there were 3,139,300 unissued ordinary shares under
options and performance rights.

Shares Issued as a Result of Exercise of Options and Performance

Rights
During the financial year, no options or performance rights have met the criteria to be exercised.

7 The maximum value of each option/performance right yet to vest has been determined as the total number of
options/performance rights to vest multiplied by the fair value of each option/performance right at grant date.

[Link] Holdings Limited 2013 Annual Report Page 38

 The market price of [Link] Holdings Limited’s shares at 30 June 2013 was $4.53.

Indemnification
Pursuant to the Constitution of the Company, all Directors and Company Secretaries (past and present) have
been indemnified against all liabilities allowed under the law. The Company has entered into agreements with
each of its Directors, the Chief Executive Officer, the Chief Financial Officer and the Company Secretary to
indemnify those parties against all liabilities to another person that may arise from their position as Directors or
For personal use only
other officer of the Company or its controlled entities to the extent permitted by law. The agreement stipulates
that the Company will meet the full amount of any such liabilities, including reasonable legal costs and expenses.

Insurance of Directors and Officers

During the financial year, the Company paid premiums for directors’ and officers’ liability insurance in respect of
Directors and officers, including executive officers of the Company and Directors, executive officers and
secretaries of its controlled entities as permitted by the Corporations Act 2001. The terms of the policy prohibit
disclosure of details of the insurance cover and premiums.

Rounding of Amounts
The Company is of a kind referred to in Australian Securities and Investments Commission Class Order 98/0100
and, in accordance with that Class Order, amounts in this report and in the accompanying financial report have
been rounded off to the nearest thousand dollars unless otherwise indicated.

Proceedings on Behalf of the Company

No proceedings have been brought on behalf of the Company nor has any application been made in respect of
the Company under section 237 of the Corporations Act 2001.

Auditor
Ernst & Young continues in office in accordance with section 327 of the Corporations Act 2001.

Auditor’s Independence Declaration

In accordance with section 307C of the Corporations Act 2001, the Directors have received a declaration from
Ernst & Young in the form required under that section. The declaration is set out on page 40 and that page is
incorporated in, and forms part of, this Report.

Non-Audit Services
The amounts paid or payable by the Company to Ernst & Young, being the auditor of the Company for non-audit
services provided during the 2013 financial year were as follows:

Description of non-audit service Amount paid or payable

Tax $3,879

Given that no significant fees were paid or payable by the Company to Ernst & Young for non-audit services, the
Directors are satisfied that:

 there were no non-audit services which compromised Ernst & Young’s auditor independence requirements
under the Corporations Act 2001; and
 there was no issue arising surrounding the compatibility of non-audit services with the general standard of
independence for auditors imposed by the Corporations Act 2001.
This report is made in accordance with a resolution of the Directors of [Link] Holdings Limited made on
28 August 2013.

Dick McIlwain
Chairman

[Link] Holdings Limited 2013 Annual Report Page 39

 Auditor's Independence Declaration
For personal use only

[Link] Holdings Limited 2013 Annual Report Page 40

 Income Statement
for the year ended 30 June 2013
For personal use only
Consolidated

2013 2012
Note $’000 $’000

Revenue

Accommodation revenue 126,915 126,136

Flights and other revenue 15,093 13,584
Interest received 4,640 5,589

Total revenue 146,648 145,309

Expenses

Advertising and marketing expenses 20,418 17,663

Business development expenses 10,958 9,898

Operations and administration expenses 3 41,689 36,472

Total expenses 73,065 64,033

Profit from continuing operations before income tax 73,583 81,276

Income tax expense 4 22,546 23,272

Profit for the year 51,037 58,004

Earnings per share from profit from continuing operations 2013 2012
attributable to the ordinary equity holders of the parent: per share per share

Basic earnings per share 24 24.10 cents 27.42 cents

Diluted earnings per share 24 23.98 cents 27.38 cents

The accompanying notes form part of these financial statements.

[Link] Holdings Limited 2013 Annual Report Page 41

 Statement of Comprehensive Income
for the year ended 30 June 2013

Consolidated
For personal use only
2013 2012
$’000 $’000

Profit for the year 51,037 58,004

Other Comprehensive Income

Items that may be reclassified to profit or loss

Foreign currency translation 2,995 1,921

Other comprehensive income for the year, net of tax 2,995 1,921

Total comprehensive income for the year 54,032 59,925

The accompanying notes form part of these financial statements.

[Link] Holdings Limited 2013 Annual Report Page 42

 Statement of Financial Position
as at 30 June 2013

Consolidated
For personal use only
2013 2012
Note $’000 $’000
CURRENT ASSETS

Cash and cash equivalents 6 132,000 140,871

Trade and other receivables 7 10,851 8,481

Total current assets 142,851 149,352

NON-CURRENT ASSETS

Receivables 8 149 138

Investment in joint venture 9 523 163

Property, plant and equipment 10 17,346 18,140

Investment property 11 3,443 3,579

Deferred tax assets 4 7,411 7,222

Intangible assets and goodwill 12 95,359 89,797

Total non-current assets 124,231 119,039

Total assets 267,082 268,391

CURRENT LIABILITIES

Trade and other payables 13 156,562 157,330

Income tax payable 5,978 7,734

Provisions 15 1,860 1,399

Total current liabilities 164,400 166,463

NON-CURRENT LIABILITIES

Interest bearing loans and borrowings 14 112 112

Deferred tax liabilities 4 2,189 2,685

Provisions 15 483 649

Total non-current liabilities 2,784 3,446

Total liabilities 167,184 169,909

Net assets 99,898 98,482

EQUITY
Contributed equity 16 30,001 30,001

Retained earnings 64,633 66,530

Reserves 17 5,264 1,951

Total equity 99,898 98,482

The accompanying notes form part of these financial statements.

[Link] Holdings Limited 2013 Annual Report Page 43

 Statement of Cash Flows
for the year ended 30 June 2013

Consolidated
For personal use only
2013 2012
Note $’000 $’000
CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers (inclusive of GST) 1,271,373 1,257,314

Payments to suppliers and employees (inclusive of GST) (1,198,745) (1,178,247)

Interest received 4,620 5,535

Income tax paid (25,093) (19,332)

Net cash flows from operating activities 19(a) 52,155 65,270

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of property, plant and equipment - 28

Payments for property, plant and equipment (2,796) (3,200)

Payments for web development (6,893) (5,868)

Contribution to joint venture (481) (195)

Net cash flows used in investing activities (10,170) (9,235)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issue of shares - 1,054

Dividends paid (52,934) (50,754)

Net cash flows used in financing activities (52,934) (49,700)

Net (decrease)/increase in cash and cash equivalents (10,949) 6,335

Net foreign exchange differences 2,078 1,005

Cash and cash equivalents at beginning of year 140,871 133,531

Cash and cash equivalents at end of year 19(b) 132,000 140,871

The accompanying notes form part of these financial statements.

[Link] Holdings Limited 2013 Annual Report Page 44

 Statement of Changes in Equity
for the year ended 30 June 2013

Consolidated Ordinary Employee Foreign Retained Total equity

shares equity benefits currency earnings
reserve translation
For personal use only
reserve
$’000 $’000 $’000 $’000 $’000

At 1 July 2012 30,001 5,269 (3,318) 66,530 98,482

Profit for the period - - - 51,037 51,037

Other comprehensive income - - 2,995 - 2,995

Income tax - - - - -

Total comprehensive - - 2,995 51,037 54,032

income for the period

Transactions with owners in their capacity as owners:

Shares issued - - - - -

Share-based payments - 454 - - 454

Income tax - (136) - - (136)

Dividends paid - - - (52,934) (52,934)

At 30 June 2013 30,001 5,587 (323) 64,633 99,898

for the year ended 30 June 2012

Consolidated Ordinary Employee Foreign Retained Total equity

shares equity benefits currency earnings
reserve translation
reserve
$’000 $’000 $’000 $’000 $’000

At 1 July 2011 28,947 5,544 (5,239) 59,280 88,532

Profit for the period - - - 58,004 58,004

Other comprehensive income - - 1,921 - 1,921

Income tax - - - - -

Total comprehensive - - 1,921 58,004 59,925

income for the period

Transactions with owners in their capacity as owners:

Shares issued 1,054 - - - 1,054

Share-based payments - (332) - - (332)

Income tax - 57 - - 57

Dividends paid - - - (50,754) (50,754)

At 30 June 2012 30,001 5,269 (3,318) 66,530 98,482

The accompanying notes form part of these financial statements.

[Link] Holdings Limited 2013 Annual Report Page 45

 Notes to the Financial Statements
1. Corporate information
The financial report of [Link] Holdings Limited (the Company) for the year ended 30 June 2013 was
For personal use only
authorised for issue in accordance with a resolution of Directors made on 28 August 2013.

The Company is a public company incorporated in Australia and is listed on the Australian Securities Exchange.

The principal activity of the Company and its controlled entities (the Consolidated Entity or Group) is the
provision of online travel booking services. [Link] Holdings Limited is the ultimate Australian parent and the
ultimate parent in the Consolidated Entity.

2. Summary of significant accounting policies

a) Basis of accounting
The financial report is a general purpose financial report, which has been prepared in accordance with the
requirements of the Corporations Act 2001 and applicable Australian Accounting Standards and other mandatory
professional reporting requirements. It has been prepared on a historical cost basis, except for available-for-sale
investments, which have been measured at fair value. The financial report is presented in Australian dollars and
all values are rounded to the nearest thousand dollars ($’000) unless otherwise stated under the option available
to the Company under ASIC Class Order 98/0100. The Company is an entity to which the Class Order applies.

b) Statement of compliance
The financial report complies with Australian Accounting Standards, as issued by the Australian Accounting
Standards Board, and International Financial Reporting Standards (IFRS) as issued by the International
Accounting Standards Board.

Certain new accounting standards and interpretations have been published that are not mandatory for 30 June
2013 reporting periods. The Company’s assessment of the impact of these new standards and interpretations is
set out below.

c) New accounting standards and interpretations

Changes in accounting policy and disclosures

The accounting policies adopted are consistent with those of the previous financial year except as follows:

The Group has adopted the following new and amended Australia Accounting Standards and AASB
Interpretations as of 1 July 2012, the impact of which is assessed and described below:

AASB 2011-9 Amendments to Australian Accounting Standards – Presentation of Other

Comprehensive Income [AASB 1, 5, 7, 101, 112, 120, 121, 132, 133, 134, 1039 & 1049].
This Standard requires entities to group items presented in other comprehensive income on the basis of whether
they might be reclassified subsequently to profit or loss and those that will not. The adoption of the amendment
did not have a material impact on the financial report.

Accounting Standards and Interpretations issued but not yet effective

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
effective and have not been adopted by the Group for the year ended 30 June 2013 are outlined below:

AASB 9 Financial Instruments

AASB 9 includes requirements for the classification and measurement of financial assets. It was further amended
by AASB 2010-7 to reflect amendments to the accounting for financial liabilities.

These requirements improve and simplify the approach for classification and measurement of financial assets
compared with the requirements of AASB 139. The main changes are described below.

(a) Financial assets that are debt instruments will be classified based on (1) the objective of the entity's
business model for managing the financial assets; (2) the characteristics of the contractual cash flows.

(b) Allows an irrevocable election on initial recognition to present gains and losses on investments in equity
instruments that are not held for trading in other comprehensive income. Dividends in respect of these

[Link] Holdings Limited 2013 Annual Report Page 46

 investments that are a return on investment can be recognised in profit or loss and there is no impairment
or recycling on disposal of the instrument.

(c) Financial assets can be designated and measured at fair value through profit or loss at initial recognition if
doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise
from measuring assets or liabilities, or recognising the gains and losses on them, on different bases.

(d) Where the fair value option is used for financial liabilities the change in fair value is to be accounted for as
For personal use only

follows:

 The change attributable to changes in credit risk are presented in other comprehensive income (OCI)
 The remaining change is presented in profit or loss
If this approach creates or enlarges an accounting mismatch in the profit or loss, the effect of the changes in
credit risk are also presented in profit or loss.

Further amendments were made by AASB 2012-6, which amends the mandatory effective date to annual
reporting periods beginning on or after 1 January 2015. AASB 2012-6 also modifies the relief from restating prior
periods by amending AASB 7 to require additional disclosures on transition to AASB 9 in some circumstances.

Consequential amendments were also made to other standards as a result of AASB 9, introduced by AASB 2009-
11 and superseded by AASB 2010-7 and 2010-10.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2015

Application date for Group: 1 July 2015

AASB 10 Consolidated Financial Statements

AASB 10 establishes a new control model that applies to all entities. It replaces parts of AASB 127 Consolidated
and Separate Financial Statements dealing with the accounting for consolidated financial statements and UIG-
112 Consolidation – Special Purpose Entities.

The new control model broadens the situations when an entity is considered to be controlled by another entity
and includes new guidance for applying the model to specific situations, including when acting as a manager may
give control, the impact of potential voting rights and when holding less than a majority voting rights may give
control.

Consequential amendments were also made to other standards via AASB 2011-7 and AASB 2012-10.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

AASB 11 Joint Arrangements

AASB 11 replaces AASB 131 Interests in Joint Ventures and UIG-113 Jointly-controlled Entities – Non-monetary
Contributions by Ventures. AASB 11 uses the principle of control in AASB 10 to define joint control, and therefore
the determination of whether joint control exists may change. In addition it removes the option to account for
jointly controlled entities (JCEs) using proportionate consolidation. Instead, accounting for a joint arrangement is
dependent on the nature of the rights and obligations arising from the arrangement. Joint operations that give
the venturers a right to the underlying assets and obligations themselves is accounted for by recognising the
share of those assets and obligations. Joint ventures that give the venturers a right to the net assets are
accounted for using the equity method.

Consequential amendments were also made to this and other standards via AASB 2011-7, AASB 2010-10 and
amendments to AASB 128.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

[Link] Holdings Limited 2013 Annual Report Page 47

 AASB 12 Disclosure of Interests in Other Entities
AASB 12 includes all disclosures relating to an entity’s interests in subsidiaries, joint arrangements, associates
and structures entities. New disclosures have been introduced about the judgments made by management to
determine whether control exists, and to require summarised information about joint arrangements, associates
and structured entities and subsidiaries with non-controlling interests.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.
For personal use only

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

AASB 13 Fair Value Measurement

AASB 13 establishes a single source of guidance for determining the fair value of assets and liabilities. AASB 13
does not change when an entity is required to use fair value, but rather, provides guidance on how to determine
fair value when fair value is required or permitted. Application of this definition may result in different fair values
being determined for the relevant assets.

AASB 13 also expands the disclosure requirements for all assets or liabilities carried at fair value. This includes
information about the assumptions made and the qualitative impact of those assumptions on the fair value
determined.

Consequential amendments were also made to other standards via AASB 2011-8.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

AASB 1053 Application of Tiers of Australian Accounting Standards

This Standard establishes a differential financial reporting framework consisting of two Tiers of reporting
requirements for preparing general purpose financial statements:

(a) Tier 1: Australian Accounting Standards.

(b) Tier 2: Australian Accounting Standards – Reduced Disclosure Requirements.

Tier 2 comprises the recognition, measurement and presentation requirements of Tier 1 and substantially
reduced disclosures corresponding to those requirements.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 July 2013

Application date for Group: 1 July 2013

AASB 2011-4 Amendments to Australian Accounting Standards to Remove Individual Key

Management Personnel Disclosure Requirements [AASB 124]
This amendment deletes from AASB 124 individual key management personnel disclosure requirements for
disclosing entities that are not companies. It also removes the individual KMP disclosure requirements for all
disclosing entities in relation to equity holdings, loans and other related party transactions.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that
disclosures in note 18 and 28 will be reduced as described above.

Application date of standard: 1 July 2013

Application date for Group: 1 July 2013

AASB 119 Employee Benefits

The revised Standard changes the definition of short-term employee benefits. The distinction between short-term
and other long-term employee benefits is now based on whether the benefits are expected to be settled wholly
within 12 months after the reporting date.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

[Link] Holdings Limited 2013 Annual Report Page 48

 Application date of standard: 1 January 2013
Application date for Group: 1 July 2013

AASB 2012-2 Amendments to Australian Accounting Standards – Disclosures – Offsetting Financial

Assets and Financial Liabilities
AASB 2012-2 principally amends AASB 7 Financial Instruments: Disclosures to require disclosure of the effect or
potential effect of netting arrangements. This includes rights of set-off associated with the entity’s recognised
financial assets and liabilities on the entity’s financial position, when the offsetting criteria of AASB 132 are not
For personal use only
all met.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

AASB 2012-3 Amendments to Australian Accounting Standards – Offsetting Financial Assets and
Financial Liabilities
AASB 2012-3 adds application guidance to AASB 132 Financial Instruments: Presentation to address
inconsistencies identified in applying some of the offsetting criteria of AASB 132, including clarifying the meaning
of “currently has a legally enforceable right of set-off” and that some gross settlement systems may be
considered equivalent to net settlement.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2014

Application date for Group: 1 July 2014

AASB 2012-5 Amendments to Australian Accounting Standards arising from Annual Improvements
2009–2011 Cycle
AASB 2012-5 makes amendments resulting from the 2009-2011 Annual Improvements Cycle. The Standard
addresses a range of improvements, including the following:

(a) repeat application of AASB 1 is permitted (AASB 1)

(b) Clarification of the comparative information requirements when an entity provides a third balance sheet
(AASB 101 Presentation of Financial Statements)

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

AASB 2012-9 Amendments to AASB 1048 arising from the withdrawal of Australian Interpretation
1039
AASB 2012-9 amends AASB 1048 Interpretation of Standards to evidence the withdrawal of Australian
Interpretation 1039 Substantive Enactment of Major Tax Bills in Australia.

Impact on Group Financial Report: On the basis of the review conducted, the Group has determined that there
will be no material impact on the financial report.

Application date of standard: 1 January 2013

Application date for Group: 1 July 2013

d) Revenue recognition

Operating revenue
The principal business of the Consolidated Entity is the earning of a margin from the sale of accommodation,
flights and travel-related services over the internet.

Accommodation revenue
Accommodation inventory (room nights) is displayed on the Group’s websites for sale at the accommodation
provider’s discretion. When bookings are made they are paid for immediately by customers (either in full or for a
deposit equal to the Group’s revenue on the booking) using their credit cards as verified by an online merchant

[Link] Holdings Limited 2013 Annual Report Page 49

 facility. The Consolidated Entity recognises the revenue when customers have commenced their stay at the
accommodation venue.

Accommodation revenue is calculated as the total of any receipts from customers in the form of booking fees,
cancellation fees, credit card surcharges, commissions or payments for accommodation services less any
payments to accommodation providers, cancellation refunds or credit card recharges. As part of this calculation
the Group bases any estimates on historical results taking into consideration the type of transaction and specifics
of each arrangement.
For personal use only

Accommodation revenue received prior to the commencement of the customer’s stay at the accommodation
venue is recognised as an unearned revenue liability.

Flights, packages and travel-related services revenue

Revenue from flights, packages and travel-related services rendered is recognised in the income statement on
issue of the ticket or voucher to the passenger. Revenue from airline overrides is recognised in accordance with
airline sales agreements as they accrue on the issue of ticket to the passenger, when the amount can be reliably
measured. Revenue is recognised in the income statement when recovery of the consideration is probable and
the associated costs incurred or to be incurred can be estimated reliably.

Other revenue
Revenues from rendering of other services are recognised when the service is provided.

Total Transaction Value (TTV)

TTV represents the price at which accommodation, flight, package and other travel-related services have been
sold across the Consolidated Entity’s operations. TTV is stated net of GST/VAT payable. TTV does not represent
revenue in accordance with Australian Accounting Standards.

Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant period
using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to the net carrying amount of the financial asset.

Rental revenue
Rental revenue from investment properties is accounted for on a straight-line basis over the lease term. Lease
incentives granted are recognised as an integral part of the total rental income.

e) Basis of consolidation
[Link] Holdings Limited is considered to control entities where it has the capacity to dominate the decision-
making in relation to the financial and operating policies of those entities so that they operate to achieve its
objectives. A list of controlled entities is contained in Note 20 to the financial statements.

The financial statements of subsidiaries are prepared for the same reporting period as the Company using
consistent accounting policies.

All inter-company balances and transactions between entities in the Consolidated Entity, including any unrealised
profits or losses, have been eliminated on consolidation. Where controlled entities have entered or left the
Consolidated Entity during the year, their operating results have been included from the date control was
obtained or until the date control ceased.

On 25 June 2008 a Deed of Cross Guarantee (the Deed) was entered into between [Link] Holdings Limited
and certain of its wholly-owned subsidiaries, being [Link] Pty Ltd, A.C.N 079 010 772 (formerly
[Link] Limited), [Link] Pty Limited and Arnold Travel Technology Pty Ltd. Go Do Pty Ltd was
added to the Deed of Cross Guarantee by an Assumption Deed dated 10 June 2010.

f) Intangible assets

Goodwill
Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of the
business combination over the Group’s interest in the net fair value of the acquiree’s identifiable assets, liabilities
and contingent liabilities. If the consideration transferred is less than the fair value of the acquiree’s identifiable
net assets of the subsidiary acquired, the difference is recognised in the Income Statement.

[Link] Holdings Limited 2013 Annual Report Page 50

 Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill and
fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the
foreign entity and translated at the closing rate.

For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date,
allocated to each of the Group’s cash-generating units, or groups of cash-generating units that are expected to
benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the Group are
assigned to those units or groups of units. Each unit or group of units to which the goodwill is allocated
For personal use only
represents the lowest level within the entity at which the goodwill is monitored for internal management
purposes.

Impairment is determined by assessing the recoverable amount of the cash-generating unit to which the goodwill
relates. The Company performs its impairment testing each year using discounted cash flows, using the value-in-
use methodology. Further details on the methodology and assumptions used are outlined in Note 12.

When the recoverable amount of the cash-generating unit (group of cash-generating units) is less than the
carrying amount, an impairment loss is recognised. When goodwill forms part of a cash-generating unit (group of
cash-generating units) and an operation within that unit is disposed of, the goodwill associated with the
operation disposed of is included in the carrying amount of the operation when determining the gain or loss on
disposal of the operation. Goodwill disposed of in this manner is measured based on the relative values of the
operation disposed of and the portion of the cash-generating unit retained.

Impairment losses recognised for goodwill are not subsequently reversed.

Information Technology (IT) Costs

The Consolidated Entity’s business is based on a total business technology solution encompassing customer and
supplier interface, accounting for receipts and payments to hotels, airlines, inventory and management solutions.
Invariably new business initiatives generating revenue, cost savings and capacity expansion require IT spending.
The fundamental purpose of IT development is to better place the Consolidated Entity in a position to adopt new
technologies, new products and features.

IT Development Costs that relate to the acquisition of an asset, to the extent that they represent probable future
economic benefits controlled by the Consolidated Entity that can be reliably measured, are capitalised and
amortised within the period of expected benefit, generally between 1 and 5 years.

IT costs incurred on research, advertising, marketing management and day-to-day maintenance of all IT
applications are charged as an expense in the period that they are incurred.

Intangibles
Intangible assets acquired separately or in a business combination are initially measured at cost. The cost of an
intangible asset acquired in a business combination is its fair value as at the date of acquisition. Following initial
recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated
impairment losses. Internally generated intangible assets, excluding development costs, are not capitalised and
expenditure is recognised in the income statement in the year in which the expenditure is incurred.

The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite
lives are amortised over the useful life and tested for impairment whenever there is an indication that the
intangible assets may be impaired. The amortisation period and the amortisation method for an intangible asset
with a finite useful life is reviewed at least at each financial year-end. Changes in the expected useful life or the
expected pattern of consumption of future economic benefits embodied in the asset are accounted for
prospectively by changing the amortisation period or method, as appropriate, which is a change in accounting
estimate. The amortisation expense on intangible assets with finite lives is recognised in profit or loss in the
expense category consistent with the function of the intangible asset.

Intangible assets with indefinite useful lives are tested for impairment annually either individually or at the cash-
generating unit level consistent with the methodology outlined for goodwill above. Such intangibles are not
amortised. The useful life of an intangible asset with an indefinite life is reviewed each reporting period to
determine whether indefinite life assessment continues to be supportable. If not, the change in the useful life
assessment from indefinite to finite is accounted for as a change in an accounting estimate and is thus accounted
for on a prospective basis.

g) Taxation

Income tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be
recovered from or paid to the taxation authorities based on the current period’s taxable income. The tax rates

[Link] Holdings Limited 2013 Annual Report Page 51

 and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting
date.

Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of
assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:
For personal use only

 when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability
in a transaction that is not a business combination and that, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss;
 when the taxable temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and
is probable that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax
credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which
the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be
utilised, except:

 when the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss.
 when the deductible temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is
probable that the temporary difference will reverse in the foreseeable future and taxable profit will be
available against which the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred
income tax asset to be utilised.

Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent
that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates expected to apply to the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off
current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same
taxable entity and the same taxation authority.

Current and deferred tax is recognised in the income statement, except to the extent that it relates to items
recognised in other comprehensive income or directly in equity. Income taxes relating to items recognised
directly in equity are recognised in equity and not in the Income Statement.

Other taxes
Revenues, expenses and assets are recognised net of the amount of GST/VAT except where:

 the GST/VAT incurred on a purchase of goods and services is not recoverable from the taxation authority, in
which case the GST/VAT is recognised as part of the cost of acquisition of the asset or as part of the
expense item as applicable; and
 receivables and payables are stated with the amount of GST/VAT included.
The net amount of GST/VAT recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the Statement of Financial Position.

Cash flows are included in the Statement of Cash Flows on a gross basis and the GST/VAT component of cash
flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation
authority, is classified as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST/VAT recoverable from, or payable to,
the taxation authority.

[Link] Holdings Limited 2013 Annual Report Page 52

 Tax consolidation legislation
[Link] Holdings Limited and its wholly-owned Australian controlled entities have implemented the tax
consolidation legislation.

The head entity, [Link] Holdings Limited and the controlled entities in the tax consolidated group account for
their own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax
consolidated group continues to be a stand-alone taxpayer in its own right.
For personal use only

In addition to its own current and deferred tax amounts, [Link] Holdings Limited also recognises the current
tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits
assumed from controlled entities in the tax consolidated group.

Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as
amounts receivable from or payable to other entities in the Group. Details of the tax funding agreement are
disclosed in Note 4.

Any difference between the amounts assumed and amounts receivable or payable under the tax funding
agreement are recognised as a contribution to (or distribution from) wholly-owned consolidated tax entities.

h) Property, plant and equipment

Property, plant and equipment is stated at cost less accumulated depreciation and any impairment in value.

Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Land – not depreciated

Buildings – 40 years
Plant and equipment – over 5 to 15 years

The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at
each financial year end.

Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in
circumstances indicate the carrying value may not be recoverable.

For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for
the cash-generating unit to which the asset belongs.

If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets
or cash generating units are written down to their recoverable amount.

The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value in use. In
assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset.

i) Investment property
Investment property is measured initially at cost, including transaction costs. The carrying amount includes the
cost of replacing part of an existing investment property at the time the cost is incurred if the recognition criteria
are met, and excludes the costs of day-to-day servicing of an investment property. Subsequent to initial
recognition, investment property is measured at cost, less accumulated depreciation and any impairment losses.

Investment properties are derecognised either when they have been disposed of or when the investment
property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any
gains or losses on the retirement or disposal of an investment property are recognised in profit or loss in the
year of retirement or disposal.

Transfers are made to investment property when, and only when, there is a change in use, evidenced by ending
of owner-occupation, commencement of an operating lease to another party or ending of construction or
development. Transfers are made from investment property when, and only when, there is a change in use,
evidenced by commencement of owner-occupation or commencement of development with a view to sale. The
Group accounts for investment property in accordance with the policy stated under Property, plant and
equipment.

[Link] Holdings Limited 2013 Annual Report Page 53

 Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Land – not depreciated

Buildings – 40 years

j) Foreign currency transactions and balances

For personal use only
Translation of foreign currency transactions
Both the functional and presentation currency of [Link] Holdings Limited and its Australian subsidiaries are
Australian Dollars ($).

Transactions in foreign currencies are initially recorded in the functional currency at 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 reporting date. All translation differences arising from transactions are taken
directly to the Income Statement.

Translation of financial balances of overseas operations

The functional currency of each overseas subsidiary and branch is as follows:

Investment in Canadian subsidiary CAD (Canadian dollars)

Investment in UK subsidiary GBP (Great Britain pounds)
Investment in Malaysian subsidiary MYR (Malaysian ringgits)
Investment in New Zealand subsidiary NZD (New Zealand dollars)
Investment in Singapore subsidiary SGD (Singapore dollars)
Investment in Thailand subsidiary THB (Thai baht)
Investment in Hong Kong subsidiary HKD (Hong Kong dollars)

As at the reporting date, the assets and liabilities of overseas subsidiaries and branches are translated into the
presentation currency of [Link] Holdings Limited at the rate of exchange ruling at the reporting date, and the
Income Statements are translated at the actual exchange rate on the date of the transaction. The exchange
differences arising on translation of the balances of the financial reports of overseas subsidiaries are taken
directly to a separate component of equity. Exchange differences relating to intercompany trading loans are
recognised in the Income Statement as they do not form part of the investment. On disposal or partial disposal
of the foreign entity, the cumulative amount recognised in equity relating to that operation is recognised in the
Income Statement.

k) Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the
arrangement at inception date, whether fulfilment of the arrangement is dependent on the use of a specific asset
or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an
arrangement.

Group as a lessee
Finance leases, which transfer to the Group substantially all the risks and benefits incidental to ownership of the
leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, at the
present value of the minimum lease payments. Lease payments are apportioned between the finance charges
and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the
liability. Finance charges are recognised in finance costs in profit or loss.

Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease
term if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term.

Operating lease payments are recognised as an operating expense in the statement of comprehensive income on
a straight-line basis over the lease term. Operating lease incentives are recognised as a liability when received
and subsequently reduced by allocating lease payments between rental expense and reduction of the liability.

Group as a lessor
Leases in which the Group retains substantially all the risks and benefits of ownership of the leased asset are
classified as operating leases. Initial direct costs incurred in negotiating an operating lease are added to the
carrying amount of the leased asset and recognised as an expense over the lease term on the same basis as
rental income. Contingent rents are recognised as revenue in the period in which they are earned.

l) Employee benefits
A provision is made for employee entitlement benefits accumulated as a result of employees rendering services
up to the reporting date. These benefits include wages and salaries and annual leave.

[Link] Holdings Limited 2013 Annual Report Page 54

 Liabilities arising in respect of wages and salaries, annual leave and any other employee entitlements expected
to be settled within 12 months of the reporting date are measured at their nominal amounts.

Employee entitlement expenses arising in respect of the following categories:

 wages and salaries, non-monetary benefits, annual leave and other leave entitlements; and
 other types of employee entitlements,
For personal use only

are recognised against profit on a net basis in their respective categories.

A liability for long service leave is recognised and measured as the present value of expected future payments to
be made in respect of services provided by employees up to the reporting date. Consideration is given to
expected future wage and salary levels, experience of employee departures and periods of service. Expected
future payments are discounted using market yields at the reporting date on national government bonds.

m) Investments
All investments are initially recognised at cost, being the fair value of the consideration given and including
acquisition charges associated with the investment.

After initial recognition, investments which are classified as available-for-sale are measured at fair value.

Gains or losses on available-for-sale investments are recognised as a separate component of equity until the
investment is sold, collected or otherwise disposed of, or until the investment is determined to be impaired, at
which time the cumulative gain or loss previously reported in equity is included in the Income Statement.

Investments in equity instruments that do not have a quoted market price in an active market and whose fair
value cannot be reliably measured (and linked derivatives) are measured at cost. For investments carried at
amortised cost, gains and losses are recognised in income when the investments are de-recognised or impaired,
as well as through the amortisation process.

For investments where there is no quoted market price, fair value is determined by reference to the current
market value of another instrument that is substantially the same or is calculated based on the expected cash
flows of the underlying net asset of the investment.

n) Cash and cash equivalents

Cash and short-term deposits in the Statement of Financial Position comprise cash at bank and in hand and
short-term deposits with a maturity of 3 months or less that are readily convertible to known amounts of cash
and which are subject to an insignificant risk of changes in value.

o) Provisions

Provision for dividends

A provision for dividends is not recognised as a liability unless the dividends are declared and determined on or
before the reporting date.

Provisions – general
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.

p) Contributed equity
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.

q) Comparative information
Where necessary, comparatives have been classified and repositioned for consistency with current year
disclosures.

r) Recoverable amount of assets

The Consolidated Entity assesses at each reporting date whether there is an indication that an asset may be
impaired. If any such indication exists, or when annual impairment testing for an asset is required, the
Consolidated Entity makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the
higher of its fair value less costs to sell and its value in use and is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those from other assets or groups of assets

[Link] Holdings Limited 2013 Annual Report Page 55

 and the asset’s value in use cannot be estimated to be close to its fair value. In such cases the asset is tested for
impairment as part of the cash-generating unit to which it belongs. When the carrying amount of an asset or
cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit is considered impaired
and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. Impairment losses relating to continuing operations are recognised in those expense categories consistent
For personal use only
with the function of the impaired asset unless the asset is carried at a revalued amount (in which case the
impairment loss is treated as a revaluation decrease).

s) Trade and other receivables

Trade receivables, principally amounts owing from debit or credit card companies, which generally settle within 5
days, are recognised and carried at their TTV value including GST less an allowance for uncollectible amounts (if
any).

Other trade receivables are recognised and carried at the original invoice amount.

An estimate for doubtful debts is made when there is objective evidence that the Consolidated Entity will not be
able to collect the debts. Bad debts are written off when identified.

t) Trade and other payables

Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services
provided to the Consolidated Entity prior to the end of the reporting period that are unpaid and arise when the
Consolidated Entity becomes obliged to make future payments in respect of the purchase of these goods and
services.

u) Share-based payment transactions

The Company provides benefits to employees of the Consolidated Entity in the form of share-based payment
transactions (equity-settled transactions). Details of these benefits are included in the Remuneration Report
contained within the Directors’ Report (see pages 25-36).

The cost of these equity-settled transactions with employees is measured by reference to the fair value of the
equity instruments at the date at which they are granted.

In respect of the options and performance rights package 10, the fair value of the equity instrument is
determined by an external valuer using a binomial option pricing model. The valuation model considers the non-
market performance based hurdle of the options or performance rights, being earnings per share growth.

In respect of the performance rights packages 11 and 12, the fair value of the equity instrument is determined
by an external valuer using a Monte Carlo simulation model, taking into account the terms and conditions upon
which the performance rights were granted. The model simulates the TSR and compares it against a specified
basket of companies. It takes into account historic and expected dividends, and the share price fluctuation
covariance of the Group and the TSR basket to predict the relative share performance.

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, ending on the date on which the relevant
employees become fully entitled to the award (the vesting period).

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date
reflects (i) the extent to which the vesting period has expired; and (ii) the Consolidated Entity’s best estimate of
the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market
performance conditions being met as the effect of these conditions is included in the determination of fair value
at each instrument’s grant date. The Income Statement charge or credit for a period represents the movement in
cumulative expense recognised as at the beginning and end of that period.

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only
conditional upon a market condition.

If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had
not been modified. In addition, an expense is recognised for any modification that increases the total fair value of
the share-based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of
modification. A write-back of previously recognised options or performance rights expense is recognised where
non-market vesting conditions have not been met or are not expected to be met.

The dilutive effect, if any, of outstanding options or performance rights is reflected as additional share dilution in
the computation of earnings per share.

[Link] Holdings Limited 2013 Annual Report Page 56

 v) Earnings per share
Basic earnings per share are calculated as net profit attributable to members, adjusted to exclude costs of
servicing equity, divided by the weighted average number of ordinary shares on issue during the reporting
period.

Diluted earnings per share are calculated as net profit attributable to members, adjusted for:
For personal use only
 costs of servicing equity;
 the after-tax effect of dividends and interest associated with dilutive potential ordinary shares that have
been recognised as expenses; and
 other non-discretionary changes in revenues or expenses during the period that would result from the
dilution of potential ordinary shares, divided by the weighted average number of ordinary shares and the
dilutive potential ordinary shares.

w) Business combinations
Business combinations are accounted for using the acquisition method. The consideration transferred in a
business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition
date fair values of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners
of the acquiree and the equity issued by the acquirer, and the amount of any non-controlling interest in the
acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree
either at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition-related costs
are expensed as incurred.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic conditions, the Group’s
operating or accounting policies and other pertinent conditions as at the acquisition date.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition
date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or
liability will be recognised in accordance with AASB 139 either in the income statement or in other
comprehensive income. If the contingent consideration is classified as equity, it shall not be remeasured.

x) Significant accounting judgements, estimates and assumptions

Significant accounting judgements

In the process of applying the Consolidated Entity’s accounting policies, management has considered if there are
judgements, apart from estimates, which will have a significant effect on the amount recognised in the financial
statements; management has concluded there are none in addition to those noted in the preceding paragraphs.

Significant accounting estimates and assumptions

The carrying amounts of certain assets and liabilities can be determined and based on estimates and
assumptions of future events. The key estimates and assumptions made in preparing these financial statements
is the amortisation period for the intangible asset, IT Development Costs, impairment of goodwill, valuation of
share-based payments and fair value of assets and liabilities acquired in business combinations.

Recovery of Deferred tax asset

Deferred tax assets are recognised for deductible temporary differences as management considers that it is
probable that future taxable profits will be available to utilise those temporary differences. Significant
management judgement is required to determine the amount of deferred tax assets that can be recognised,
based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

Impairment of intangible assets – goodwill, trademarks and brand names

The Group determines whether goodwill, trademarks and brand names with indefinite useful lives are impaired at
least on an annual basis. This requires an estimation of the recoverable amount of the cash-generating units,
using a value in use discounted cash flow methodology, to which the goodwill is allocated as well as an
assessment of the recoverable amount of trademarks and brand names. An impairment loss of $1,741,000
(2012: $Nil) was recognised in the current year in respect of intangibles. The assumptions used in this
estimation of recoverable amount and the carrying amount of goodwill including a sensitivity analysis are
discussed in Note 12.

IT Development Costs
IT Development Costs that relate to the acquisition of an asset, to the extent that they represent probable future
economic benefits controlled by the Consolidated Entity that can be reliably measured, are capitalised and
amortised within the period of expected benefit, generally between 1 and 5 years. The period of expected benefit
is reviewed at least on an annual basis.

[Link] Holdings Limited 2013 Annual Report Page 57

 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 with the assistance of an
external valuer using the relevant assumptions and model as detailed in Note 29. The accounting estimates and
assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of
assets and liabilities within the next annual reporting period but may impact expenses and equity.

y) Joint venture entities

For personal use only

A jointly controlled entity is a corporation, partnership or other entity in which each participant holds an interest.
A jointly controlled entity operates in the same way as other entities, controlling the assets of the joint venture,
earning its own income and incurring its own liabilities and expenses. Interests in jointly controlled entities are
accounted for using the equity method, whereby the share of the joint venture entity’s profits or loss is
recognised in the Income Statement, and the share of post-acquisition movements in reserves is recognised in
other comprehensive income reserves in the Statement of Financial Position. Joint venture details are set out in
Note 9.

z) Operating segments
Operating segments are identified and segment information disclosed on the basis of internal reports that are
regularly provided to, or reviewed by, the Company’s Chief Operating Decision Makers. The Company operates
in the online travel industry. For management purposes, the Group is organised into one main operating segment
which involves the provision of online travel booking services. All of the Group’s activities are interrelated and
discrete financial information is reported to, and reviewed by, the Company’s Chief Operating Decision Makers as
a single segment. Accordingly, all significant operating decisions are based upon analysis of the Group as one
segment.

For the purpose of segment information, revenue is split between “Accommodation” and “Flights and Other”
revenue. “Accommodation” revenue represents revenues from card fees, cancellation fees, credit card
surcharges, commissions or payments for accommodation services. “Flights and Other” revenue represents
revenues from a range of services including domestic and international airline ticket sales, segment rebates,
airline overrides, income from the ARNOLD Corporate booking service, car hire, travel insurance and other travel
related products.

For the purpose of segment information, revenue is determined by the location of the accommodation rather
than the residency of the customer. All flights ticketing revenues are Australian based.

aa) Parent entity financial information

The financial information for the parent entity, [Link] Holdings Limited, disclosed in Note 30 has been
prepared on the same basis as the consolidated financial statements, except as set out below.

Investments in subsidiaries, associates and joint venture entities

Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the financial
statements of [Link] Holdings Limited. Dividends received from associates are recognised in the parent
entity’s Income Statement, rather than being deducted from the carrying amount of these investments.

Tax consolidation legislation

[Link] Holdings Limited and its wholly-owned Australian controlled entities have implemented the tax
consolidation legislation. Refer to Note 2(g), for details of the tax consolidation group.

Financial guarantees
Where the parent entity has provided financial guarantees in relation to loans and payables of subsidiaries for no
compensation, the fair values of these guarantees are accounted for as contributions and recognised as part of
the cost of the investment.

[Link] Holdings Limited 2013 Annual Report Page 58

 3. Revenue, income and expenses

Consolidated
2013 2012
$’000 $’000
a) Total Transactional Value 1,166,090 1,161,203
For personal use only

Total Transactional Value (TTV) represents the price at

which accommodation, flights, package and other travel-
related services have been sold excluding all travel taxes
and GST across the Consolidated Entity’s operations. TTV
does not represent revenue in accordance with Australian
Accounting Standards.

b) Profit before income tax expense

Includes the following revenues and expenses whose
disclosure is relevant in explaining the performance of the
Group:
(i) Operational and administration expenses

Credit card commission 12,148 12,973

Bank charges 618 489

Amortisation of IT Development Costs 2,349 1,670

Other amortisation 45 45

Web maintenance costs 11,059 9,722

Depreciation 3,889 3,287

Foreign exchange loss/(gain) and currency conversion fees 1,176 (55)

Loss/(Gain) on disposal of property, plant & equipment 12 (1)

Rent and outgoings 659 601

Share-based payments expenses 454 (332)

Administration employment expenses including Directors’ 4,316 5,205

costs
Share of joint venture losses (note 9) 158 151

Impairment of trademarks and brand names (note 12(a)) 1,741 -

Other expenses 3,065 2,717

Total 41,689 36,472

(ii) Employee benefits expense

Wages and salaries (excluding IT development employees’ 26,505 25,097

wages and salaries capitalised)
Share-based payments expense 454 (332)

Total 26,959 24,765

[Link] Holdings Limited 2013 Annual Report Page 59

 4. Income tax
Consolidated
2013 2012
$’000 $’000
The major components of income tax expenses are:
For personal use only

Income Statement

Current income tax

Current income tax charge 21,614 23,768

Adjustments in respect of current income tax of previous year 522 (1,033)

Deferred income tax

Relating to origination and reversal of temporary differences 685 537

Relating to adjustments of deferred tax of previous year (275) -

Income tax expense reported in the Income Statement 22,546 23,272

Amounts charged or credited directly to equity

Deferred income tax related to items charged or credited directly

to equity

Income tax expense reported in equity 136 (57)

Income tax expense reported in equity 136 (57)

A reconciliation between tax expense and the product of accounting profit before income tax
multiplied by the Consolidated Entity’s applicable income tax rate is as follows:
Accounting profit before income tax 73,583 81,276

At the Consolidated Entity’s statutory income tax rate of 30% 22,075 24,383

Adjustments in respect of current income tax of previous years 522 (1,033)

Research and development concession deduction (467) (892)

Foreign exchange and other translation adjustment 307 894

Foreign tax rate adjustment (5) (16)

Non-deductible amortisation (9) (1)

Other (13) (6)

Share-based payment expense 136 (57)

Income tax expense 22,546 23,272

[Link] Holdings Limited 2013 Annual Report Page 60

 Statement of Financial
Income Statement
Position

2013 2012 2013 2012

$’000 $’000 $’000 $’000

Deferred income tax at 30 June relates

For personal use only
to the following:
Deferred income tax liabilities

Interest accrued not received 34 8 26 -

Other - 7 (7) (7)

Brand names recognised in foreign subsidiary 2,155 2,678 (523) -

Gross deferred tax liabilities 2,189 2,693

Set off of deferred tax assets - (8)

Net deferred tax liabilities 2,189 2,685

Deferred income tax asset

Tax losses 5,662 6,184 522 (820)

Accrued expenses 533 475 (58) 387

Provisions 715 571 (144) 31

Foreign exchange and other translation 501 - (501) -

difference
Cash settled share-based payment - - - (128)

Gross deferred tax assets 7,411 7,230

Set off of deferred tax liabilities - (8)

Net deferred tax assets 7,411 7,222

Deferred tax income/(expense) (685) (537)

Tax Consolidation
Effective 1 July 2002, for the purposes of income taxation, [Link] Holdings Limited and its 100% Australian-
owned subsidiaries formed a tax consolidated group. [Link] Holdings Limited is the head entity of the tax
consolidated group. Members of the Consolidated Entity have entered into a tax sharing arrangement in order to
allocate income tax expense to the wholly-owned subsidiaries on a pro rata basis. In addition, the agreement
provides for the allocation of income tax liabilities between the entities should the head entity default on its tax
payment obligations. At the reporting date, the possibility of default is remote.

Tax effect accounting by members of the tax consolidated group

Members of the tax consolidated group have entered into a tax funding agreement. The tax funding agreement
provides for the allocation of current and deferred taxes to members of the tax consolidated group in accordance
with the principles of AASB 112 Income Taxes as if each entity in the tax consolidated group continues to be a
stand-alone taxpayer in its own right.

The allocation of taxes under the tax funding agreement is recognised as an increase/decrease in the
subsidiaries’ inter-company accounts with the tax consolidated group head company, [Link] Holdings
Limited. The head entity, being [Link] Holdings Limited, will be responsible for current tax payable of the
entire Group.

[Link] Holdings Limited 2013 Annual Report Page 61

 5. Dividends paid or provided for on ordinary shares
At the meeting of the Company’s Board on 28 August 2013, the Directors determined a fully franked dividend on
ordinary shares of 11.5 cents per share in respect of the period to 30 June 2013. In accordance with Accounting
Standards, the total amount of this final dividend of $24,349,668 has not been provided for in the
30 June 2013 Financial Statements.

Consolidated
For personal use only

2013 2012
$’000 $’000

a) Dividend paid
Final franked dividend for 2012: 13.5 cents (2011 final: 12.5 28,584 26,404
cents)
Interim franked dividend for 2013: 11.5 cents (2012 interim: 24,350 24,350
11.5 cents)

52,934 50,754

b) Franking account balance

The amount of franking credits available for the subsequent
financial year are:
 franking balance as at the end of the financial year at 30% 14,425 12,063

 franking that will arise from the payment of income tax as 5,978 5,057
at the end of the period

20,403 17,120

c) Dividends proposed and not recognised as a liability

2013: 11.5 cents fully franked (2012: 13.5 cents fully franked) 24,350 28,584

24,350 28,584

6. Current assets – cash and cash equivalents

2013 2012
$’000 $’000
Cash at bank 81,767 118,946

Short-term deposits 26,948 5,589

Client funds account 23,285 16,336

132,000 140,871

The cash shown as Client funds account is held on behalf of customers until suppliers are paid on behalf of these
customers.

[Link] Holdings Limited 2013 Annual Report Page 62

 7. Current assets – trade and other receivables

Consolidated
2013 2012
$’000 $’000

Trade debtors 9,288 7,001

For personal use only

Prepayments 1,563 1,480

10,851 8,481

Trade receivables, principally amounts owing from credit card companies, generally settle within five days. These
are non-interest bearing. Other trade receivables are recognised on invoice amount and generally settle within
30-60 days. No impairment loss has been recognised for the current year.

At 30 June 2013 and 30 June 2012 all trade receivables were aged within 0-30 days. No receivables were past
due. Due to the short-term nature of these receivables, their carrying values approximate their fair values. The
maximum exposure to credit risk is the fair value of receivables. Collateral is not held as security.

8. Non-current assets – receivables

Consolidated
2013 2012
$’000 $’000

Loan to other parties, secured 149 138

149 138
This loan bears interest at 8.5% p.a.

[Link] Holdings Limited 2013 Annual Report Page 63

 9. Interest in joint ventures

Joint venture entity

The Group entered into a joint venture agreement with Thien Minh Travel Joint Stock Company in relation to the
establishment of a joint venture company which owns and operates the travel website [Link].

Information relating to the joint venture is presented in accordance with the accounting policy described in Note
For personal use only

2(y) and is set out below.

Ownership interest Carrying value of the

% investment
2013 2012 2013 2012

iVIVU Joint Venture 50% 50% 523 163

2013 2012
$’000 $’000

Share of joint venture revenue, expenses and results

Revenues 371 64

Expenses 529 215

Profit/(loss) after income tax (158) (151)

Current assets 476 183

Non-current assets 24 -

Total assets 500 183

Current liabilities 91 20

Non-current liabilities - -

Total liabilities 91 20

Net assets 409 163

At reporting date there were no commitments or contingent liabilities relating to the joint venture. There were no
indicators of impairment which would cause a write-down of the carrying value of the joint venture.

10. Non-current assets – property, plant and equipment

Consolidated
2013 2012
$’000 $’000
Land and buildings

Freehold land – at cost 2,300 2,300

Buildings – at cost 10,806 10,255

Less: accumulated depreciation (2,309) (1,436)

10,797 11,119

Plant and equipment – at cost 20,745 18,350

Less: accumulated depreciation (14,196) (11,329)

6,549 7,021

Total property, plant and equipment 17,346 18,140

[Link] Holdings Limited 2013 Annual Report Page 64

 Reconciliation of carrying amounts at the beginning and end of the period:

Freehold land Freehold Plant & Total

buildings equipment
$’000 $’000 $’000 $’000

Year ended 30 June 2013

For personal use only
Balance at 1 July 2012 2,300 8,819 7,021 18,140

Additions - 555 2,404 2,959

Depreciation - (877) (2,876) (3,753)

Balance at end of year 2,300 8,497 6,549 17,346

Year ended 30 June 2012

Balance at 1 July 2011 2,300 7,922 7,901 18,123

Additions - 1,424 1,735 3,159

Depreciation - (527) (2,615) (3,142)

Balance at end of year 2,300 8,819 7,021 18,140

11. Non-current assets – investment property

Consolidated
2013 2012
$’000 $’000

Opening balance as at 1 July 2012 3,579 3,683

Additions - 41

Depreciation (136) (145)

Closing balance as at 30 June 2013 3,443 3,579

Reconciliation of net profit on investment property

Rental income from investment property 311 246

Direct operating expenses (including repairs and maintenance) (98) (37)

generating rental income
Net profit arising from investment property carried at cost 213 209

The Group has no restrictions on the realisability of its investment property and no contractual obligations to
either purchase, construct or develop its investment property or for repairs, maintenance and enhancements.
Investment properties are carried at cost, less accumulated depreciation and any impairment losses. Using
current prices in an active market for similar properties, the Group used a Directors’ valuation process to
estimate the fair market value of the investment property is $3,443,060 (2012: $3,784,800).

Freehold
Freehold land Total
buildings
$’000 $’000
$’000
Year ended 30 June 2013

Balance at 1 July 2012 790 2,789 3,579

Depreciation - (136) (136)

Balance at end of year 790 2,653 3,443

[Link] Holdings Limited 2013 Annual Report Page 65

 12. Non-current assets – intangible assets and goodwill

Consolidated IT Trademark Domain Customer Goodwill System Total

Development & brand names contracts software
Costs names
Year Ended
30 June 2013 $’000 $’000 $’000 $’000 $’000 $’000 $’000
For personal use only
At 1 July 2012 net 3,999 23,108 123 - 62,468 99 89,797
of accumulated
amortisation and
impairment
Additions – 6,893 - - - - - 6,893
internal
development
Impairment - (1,741) - - - - (1,741)
Exchange - (44) 3 - 2,845 - 2,804
differences
Amortisation (2,349) (3) (19) - - (23) (2,394)
At 30 June 2013 8,543 21,320 107 - 65,313 76 95,359
net of accumulated
amortisation
and impairment

At 30 June 2013

Cost (gross 36,017 23,070 321 690 65,313 188 125,599

carrying amount)
Accumulated (27,474) (1,750) (214) (690) - (112) (30,240)
amortisation and
impairment
Net carrying 8,543 21,320 107 - 65,313 76 95,359
amount

Year ended 30 June 2012

At 1 July 2011 net - 23,001 129 - 61,910 118 85,158

of accumulated
amortisation and
impairment
Additions – 5,669 - - - - - 5,669
internal
development
Additions - other - 110 47 - - 4 161
Exchange - - (34) - 558 - 524
differences
Amortisation (1,670) (3) (19) - - (23) (1,715)
At 30 June 2012 3,999 23,108 123 - 62,468 99 89,797
net of accumulated
amortisation
and impairment

At 30 June 2012

Cost (gross 29,124 23,113 323 690 62,468 190 115,908

carrying amount)
Accumulated (25,125) (5) (200) (690) - (91) (26,111)
amortisation and
impairment
Net carrying 3,999 23,108 123 - 62,468 99 89,797
amount

[Link] Holdings Limited 2013 Annual Report Page 66

 a) Description of the Group’s intangible assets and goodwill

(i) IT Development Costs

Development costs are carried at cost less accumulated amortisation. This intangible asset has been assessed as
having a finite life and is amortised over 1 to 5 years. The useful life of the asset is reviewed annually.

(ii) Trademark and brand names

For personal use only

Trademarks and brand names have been acquired through business combinations and are carried at cost less
accumulated impairment losses. These intangible assets have been determined to have indefinite useful lives.
For impairment purposes, the trademark and brand names are tested at an overall cash generating unit level.
Further, the individual brands and trademarks are assessed based on the levels of traffic and usage. Should the
level of traffic reduce or brands and trademarks be discontinued, this may give rise to an impairment.

During the year, the Group recorded an impairment charge of $1,741,000 in relation to certain selected Asia Web
Direct (AWD) domain names. The impairment charge relates solely to the assigned values of the lower-ranked
domain names on the purchase of AWD in 2008. Due to algorithmic changes on Google, the traffic on those
lower-ranked domains has declined dramatically and these links to the Group’s booking sites now also have a
negative impact on the overall Search Engine Optimisation rankings. As a result, the value of these domains has
been written down to zero. Traffic from other “key” domains included in the initial AWD acquisition continues to
increase year on year and these increases also provide an opportunity to monetise traffic in the future.

(iii) Domain names

The domain names have been acquired through business combinations and are being amortised over a 15-year
period.

(iv) Customer contracts

The customer contracts have been acquired through a business combination and are carried at nil value at year
end.

(v) System software

The system software has been acquired through a business combination and is carried at cost less accumulated
amortisation. The intangible asset has been assessed as having a finite life of 5 years and is amortised using the
straight line method over this period. At acquisition date, the acquired system software was considered to have
three years remaining.

(vi) Goodwill
After initial recognition, goodwill acquired in a business combination is measured at cost less any accumulated
impairment losses and adjusted for any movement in the exchange rate. Goodwill is not amortised but is subject
to impairment testing on an annual basis or whenever there is an indication of impairment.

Except for the impairment charge relating to the AWD domain names as detailed above, no impairment losses
have been recognised on any intangible assets.

The carrying amount of goodwill and trademark and brand names acquired from business combinations is shown
below:

2013 2012
$’000 $’000
Carrying amount of goodwill 65,313 62,468

Carrying amount of trademarks and brand names with indefinite 21,320 23,108
lives

The Group has assessed the carrying value of goodwill, trademarks and brand names acquired through business
combinations by reference to a single consolidated Group cash generating unit.

b) Key assumptions used in the value in use calculation for the Wotif Group cash
generating unit are as follows:

(i) Gross margins

Gross margins are based on the historical TTV margin achieved by the business.

[Link] Holdings Limited 2013 Annual Report Page 67

 (ii) Discount rates
Discount rates reflect management’s estimate of the time value of money and the risks specific to the unit that
are not already reflected in the cash flows. This is the benchmark used by management to assess the carrying
value for impairment testing. In determining an appropriate discount rate, regard has been given to the weighted
average cost of capital of the entity as a whole. The after-tax discount rates applied to the cash flow projections
is 11% (FY12: 10%). The equivalent pre-tax discount rate applied is 15.7% (FY12: 14.3%).

(iii) Market share and growth rate assumptions

For personal use only

These assumptions are important because, as well as using industry data for growth rates, management
assesses how the unit’s relative position to its competitors might change over the future. Management expects
the Group to benefit from continuing increased penetration of bookings conducted online, greater brand
awareness and benefits achieved through new product initiatives.

(iv) Growth rate estimates

In undertaking impairment testing the recoverable amount of the Group is determined based on a value in use
calculation using cash flow projections covering a 5 year period with a terminal value utilised. Growth rate
estimates used to support the carrying value of the assets are considered by management to be conservative
and justified based on the history of the Group. For the purposes of assessing impairment, the growth rate used
to calculate the terminal value beyond the 5 year period was 0%. Management considered sensitivities to the
growth rate cash flow projection and noted no material change in the recoverable value of the consolidated
Group.

c) Sensitivity to changes in assumptions

The recoverable amount of the consolidated Group’s intangible assets currently exceeds its carrying value. This
excess in recoverable amount could be reduced should changes in the following key assumptions occur:

Assumption Sensitivity

Nominal EBITDA growth – years 1 to 5 A decrease in growth rate of 10% per annum would not result in an
impairment charge.

Post-tax discount rate An increase in the discount rate from 11% to 13% would not result in
an impairment charge.

Management believe that no reasonably possible change in any of the above key assumptions would cause the
carrying value of the Group to materially exceed its recoverable amount.

Impairment considerations for trademark and brand names are by reference to site visitor numbers rather than
revenue growth. Management consider that a decline in site visitors to some brand name assets could be an
indicator of impairment, however such a decline would have to be significant. On this basis, management
performed a value in use calculation and an impairment loss of $1,741,000 was recognised during the year for
some domains. Management consider indicators of impairment on an annual basis.

13. Current liabilities – trade and other payables

Consolidated
2013 2012
$’000 $’000
Amounts due in relation to bookings made 82,569 87,036

Trade creditors and accruals 11,938 11,832

Unearned revenue 8,569 7,435

Deposits received not yet due 53,486 51,027

156,562 157,330

[Link] Holdings Limited 2013 Annual Report Page 68

 14. Interest-bearing liabilities

Consolidated
2013 2012
$’000 $’000
Non-current
For personal use only

Redeemable preference shares (see Note 20) 112 112

112 112

Bank facility – unused

The Wotif Group has entered into a “come and go” facility with the National Australia Bank for working capital
requirements of $15 million (FY12: $15 million). The facility is secured by a fixed and floating charge over the
assets of the Group. As at 30 June 2013, no funds stood drawn under this facility and the Group was in
compliance with all of the covenants.

15. Provisions

Consolidated
2013 2012
$’000 $’000
Current

Employee benefits 1,790 1,375

Make good provision 70 24

1,860 1,399

Non-current

Employee benefits 483 649

483 649

Make good provision

At the termination of the lease of office premises, a subsidiary of the Group has an obligation to yield up the
premises to the lessor, in good and substantial repair and condition, having regard to the condition at the date
the Company took possession thereof.

[Link] Holdings Limited 2013 Annual Report Page 69

 16. Contributed equity

Consolidated
2013 2012
$’000 $’000
211,736,244 (2012: 211,736,244) fully paid ordinary shares 30,001 30,001
For personal use only

30,001 30,001

Consolidated
Shares $’000

Movement in ordinary shares on issue

At 1 July 2011 211,209,444 28,947

Employee options exercised 526,800 1,054

At 30 June 2012 211,736,244 30,001

Employee options exercised - -

At 30 June 2013 211,736,244 30,001

Capital management
When managing capital, the Group’s objective is to ensure the entity continues as a going concern as well as
maintaining optimal returns to shareholders and benefits for other stakeholders. The Group also aims to maintain
a capital structure that ensures the lowest cost of capital available to the entity.

The Group is constantly reviewing its capital structure to take advantage of favourable costs of capital or high
return on assets. As the market is constantly changing, the Group may change the amount of dividends to be
paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce liabilities.

During FY13, dividends of $52,949,000 (FY12: $50,754,000) were paid. The Company’s stated dividend policy is
to generally maintain an 80%-90% payout ratio.

[Link] Holdings Limited 2013 Annual Report Page 70

 17. Reserves

Consolidated
2013 2012
$’000 $’000
Foreign currency translation reserve
For personal use only

Balance at the beginning of the year (3,318) (5,239)

Currency translation differences 2,995 1,921

Balance at end of year (323) (3,318)

Employee equity benefits reserve

Balance at the beginning of the year 5,269 5,544

Share-based payment 454 (332)

Deferred tax (136) 57

Balance at end of year 5,587 5,269

Total Reserves 5,264 1,951

18. Related party disclosures

Other related party transactions

Marketing fee
During the year ended 30 June 2013, marketing services have been provided by a company related to G T Wood
(a Director). That company, Ollewood Pty Ltd, received $43,600 (FY12: $43,600) from the Group based on
normal commercial terms.

Holiday rental property listing

During the year ended 30 June 2013, the [Link] website has included a property available for booking owned
by R A C Brice (a Director). The listing is subject to [Link]’s standard supplier terms and
conditions. Commission earned by [Link] during the year from bookings of this property was $326 (FY12:
$180). The revenue earned by R A C Brice in relation to these bookings was $2,829 (FY12: $1,680).

Director’s interests

David Do (a Director) is a founder of the VI Group which is a 48% shareholder in Thien Minh Travel Joint Stock
Company, being the other party to the joint venture agreement described in note 9.

[Link] Holdings Limited 2013 Annual Report Page 71

 19. Statement of cash flows reconciliation

Consolidated
2013 2012
$’000 $’000

a) Reconciliation of the net profit to the net cash flows from

For personal use only

operations:
Net profit 51,037 58,004

Depreciation of non-current assets 3,889 3,287

Amortisation of non-current assets 2,394 1,715

Share of joint venture losses 158 151

Net loss/(gain) on disposal of property, plant and equipment 12 (1)

Net exchange differences (1,502) 417

Share based payments expense 454 (332)

Impairment of trademarks and brand names 1,741 -

Changes in assets and liabilities net of effect from

acquisition of controlled entities:
Increase in provisions 297 62

Increase in trade receivables and prepayments (2,375) (3,819)

(Decrease)/increase in trade creditors and accruals (1,507) 2,155

(Decrease)/increase in income tax payable (1,756) 3,094

(Decrease)/increase in deferred tax liabilities (498) 7

(Increase)/decrease in deferred tax asset (189) 530

Net cash flows from operating activities 52,155 65,270

b) Reconciliation of cash
Cash at bank 105,052 135,282

Term deposits at call 26,948 5,589

132,000 140,871

[Link] Holdings Limited 2013 Annual Report Page 72

 20. Subsidiaries
The consolidated financial statements include the financial statements of [Link] Holdings Limited and the
subsidiaries in the following table:

Country of Class of Equity Interest

Incorporati Shares
on
For personal use only

2013 2012
*
[Link] Pty Ltd Australia Ordinary 100% 100%

Standby Holdings Pty Ltd Australia Ordinary 100% 100%

[Link] Ltd United Ordinary 100% 100%

Kingdom
[Link] Inc Canada Ordinary 100% 100%

[Link] Pte Ltd Singapore Ordinary 100% 100%

[Link] Sdn. Bhd. Malaysia Ordinary 100% 100%

[Link] (NZ) Ltd New Zealand Ordinary 100% 100%

[Link] Share Administration Pty Ltd Australia Ordinary 100% 100%

(as trustee for the [Link] Share Trust)

Go Do Pty Ltd* Australia Ordinary 100% 100%

A.C.N 079 010 772 Limited Australia Ordinary 100% 100%

(formerly [Link] Limited)
[Link] Pty Limited* Australia Ordinary 100% 100%
*
Arnold Travel Technology Pty Limited Australia Ordinary 100% 100%

Travelmax Pty Ltd (formerly The Travel Australia Ordinary 100% 100%
Specialists Pty Limited)
[Link] Pty Ltd Australia Ordinary 100% 100%
(formerly [Link] Pty Limited)
Travelfree Australasia Pty Limited Australia Ordinary 85% 85%

Asia Web Direct (HK) Limited and its Hong Kong Ordinary 100% 100%
subsidiaries:
- Asia Web Direct (M) Sdn Bhd Malaysia Ordinary 100% 100%

- SmartStays Pte Ltd Singapore Ordinary 100% 100%

- SmartStays (UK) Ltd (deregistered) United Ordinary - -

Kingdom
- AWD - BT Ltd** and its subsidiaries: Thailand Ordinary 100% 100%

- Asia Web Direct Co., Ltd Thailand Ordinary 100% 100%

- Phuket Dot Com Limited Thailand Ordinary 100% 100%

- Andaman Graphics Co., Ltd Thailand Ordinary 100% 100%

- Latestays Co., Ltd Thailand Ordinary 100% 100%

(formerly E.T.C. Asia Co., Ltd)
Asia Web Direct Tours & Activities Co., Ltd*** Thailand Ordinary 49% 49%

* These subsidiaries have been granted relief from the necessity to prepare financial reports in accordance with Class Order
98/1418 issued by the Australian Securities and Investments Commission. Refer Note 21.
** Cumulative preference shares were issued by this entity to Thai business persons. The classification and treatment of these
instruments is set out in Note 14.
*** Balance of ordinary shares were issued by this entity to Thai business persons. Those shares were funded by loan
agreements which are secured by a share pledge, which can ultimately be called upon by [Link] Holdings Limited.

[Link] Holdings Limited 2013 Annual Report Page 73

 21. Deed of Cross Guarantee
On 25 June 2008 a Deed of Cross Guarantee (the Deed) was entered into between [Link] Holdings Limited
and certain of its wholly-owned subsidiaries, being [Link] Pty Ltd, A.C.N 079 010 772 Limited,
[Link] Pty Limited and Arnold Travel Technology Pty Limited. Go Do Pty Ltd was added to the Deed
of Cross Guarantee by an Assumption Deed dated 10 June 2010.

Under ASIC Class Order 98/1418 the subsidiaries in the closed group of companies that are parties to the Deed
For personal use only
are eligible to be relieved from the requirement under the Corporations Act 2001 to prepare and lodge individual
audited financial statements and individual director’s reports. That relief has been taken. The above companies
represent a “Closed Group” for the purposes of the Class Order and, as there are no other parties to the Deed
that are controlled by [Link] Holdings Limited, they also represent the “Extended Closed Group”.

The effect of the Deed is that [Link] Holdings Limited has guaranteed to pay any deficiency in the event of
winding up of either the controlled entity or if they do not meet their obligations under the terms of overdrafts,
loans, leases or other liabilities subject to the guarantee. The controlled entities have given a similar guarantee
in the event that [Link] Holdings Limited is wound up or does not meet its obligations under the terms of
overdrafts, loans, leases or other liabilities subject to the guarantee.

The Income Statement and Statement of Financial Position of the entities that are members of the Closed Group
are as follows:

Income Statement
Closed Group Closed Group
2013 2012
$’000 $’000

Revenue

Accommodation revenue 122,977 121,539

Flights and other revenue 13,232 12,060

Interest received and receivable 4,535 5,451

Total revenue 140,744 139,050

Expenses

Advertising and marketing expenses 18,241 15,603

Business development expenses 8,711 7,843

Operations and administration expenses 32,998 41,796

Total expenses 59,950 65,242

PROFIT BEFORE INCOME TAX 80,794 73,808

Income tax expense 26,834 18,855

PROFT FOR THE YEAR 53,960 54,953

Statement of Comprehensive Income

Profit for the year 53,960 54,953

Other Comprehensive Income

Other comprehensive income for the year, net of tax - -

TOTAL COMPREHENSIVE INCOME FOR THE YEAR 53,960 54,953

[Link] Holdings Limited 2013 Annual Report Page 74

 Statement of Financial Position
Closed Group Closed Group
2013 2012
$’000 $’000
CURRENT ASSETS
Cash and cash equivalents 123,233 128,363
For personal use only
Trade and other receivables 9,773 7,793
TOTAL CURRENT ASSETS 133,006 136,156

NON-CURRENT ASSETS
Receivables 149 138
Investments in controlled entities 36,793 36,398
Property, plant and equipment 16,149 17,056
Investment property 3,443 3,579
Deferred tax assets 7,333 7,156
Intangible assets and goodwill 65,088 57,463
TOTAL NON-CURRENT ASSETS 128,955 121,790

TOTAL ASSETS 261,961 257,946

CURRENT LIABILITIES
Trade and other payables 154,041 155,684
Income tax payable 6,168 7,734
Provisions 1,659 1,284
TOTAL CURRENT LIABILITIES 161,868 164,702

NON-CURRENT LIABILITIES
Deferred income tax 2,178 -
Provisions 553 649
TOTAL NON-CURRENT LIABILITIES 2,731 649

TOTAL LIABILITIES 164,599 165,351

NET ASSETS 97,362 92,595

EQUITY
Contributed equity 30,001 30,001
Retained earnings 61,939 60,913
Reserves 5,422 1,681
TOTAL EQUITY 97,362 92,595

[Link] Holdings Limited 2013 Annual Report Page 75

 22. Financial risk management objectives and policies
The Group’s principal financial instruments are cash and short-term deposits. Details of the significant accounting
policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on
which income and expenses are recognised, in respect of each class of financial asset are disclosed below.

The Group uses various methods in estimating the fair value of a financial instrument. The methods comprise:
For personal use only
Level 1 – the fair value is calculated using quoted market process in active markets

Level 2 – the fair value is estimated using inputs other than quoted prices included in Level 1 that are
observable for the asset or liability, either directly (as prices) or indirectly (derived from prices).

Level 3 – the fair value is estimated using inputs for the asset or liability that are not based on observable
market data.

Quoted market price represents the fair value determined based on quoted prices on active markets as at the
reporting date without any deduction for transaction costs. The fair value of the listed equity investments are
based on quoted market prices.

The Board reviews and agrees policies for managing each of these risks.

Cash flow interest rate risk

The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s cash at
bank and short-term deposits. These assets earn interest which approximates the Reserve Bank set base cash
rate and the Board has resolved that the risk of rate change should not be hedged.

As at 30 June 2013 the Group had the following exposures to interest rate risk that are not designated in cash
flow hedges:

2013 2012
$’000 $’000
Cash and cash equivalents 132,000 140,871

Net exposure 132,000 140,871

At 30 June 2013, if interest rates had changed +/- 1% from the year-end rates with all other variables held
constant, post-tax profit for the year would have been $924,000 (FY12: $986,000) higher/lower as a result of
higher/lower income from cash and cash equivalents.

Post tax profit Equity

Higher/(lower) Higher/(lower)
2013 2012 2013 2012
$’000 $’000 $’000 $’000
Consolidated

+1% (100 basis points) 924 986 924 986

-1% (100 basis points) (924) (986) (924) (986)

As only cash balances are exposed to interest rate sensitivity, the relationship is linear with interest rate
movements up and down. Hence, reasonably possible movements in interest rates were determined based on
what the Group is expecting to be exposed to in the next 12 months.

[Link] Holdings Limited 2013 Annual Report Page 76

 Foreign currency risk
As at 30 June 2013, the Group had the following exposure to foreign currencies that are not designated in cash
flow hedges:

Consolidated
2013 2012
$’000 $’000
For personal use only

Financial Assets

Cash and cash equivalents 19,278 24,946

Trade and other receivables 7,634 10,686

26,912 35,632

Financial Liabilities

Trade and other payables 26,644 27,152

Interest bearing liabilities 112 112

26,756 27,264

Net exposure 156 8,368

The Group has transactional currency exposure arising from selling accommodation inventory in 14 different
currencies which is dependent upon the geographical location of the accommodation concerned. The Group
collects payment from customers in the currency that the ultimate payment is made to the relevant
accommodation provider, deducts its margin and maintains the balance of the funds in the transactional currency
to meet the eventual liability to the accommodation supplier. As such, the Group manages its foreign currency
exposure by maintaining sufficient foreign currency reserves to match the actual foreign currency liabilities. As
approximately 83% (FY12: 83%) of the Group’s sales are denominated in Australian Dollars (AUD), the residual
foreign exchange risks faced by the Group are not considered to be material. The Board has resolved that the
risk of exchange rate change should not be hedged.

As at 30 June 2013, had the Australian dollar moved, as illustrated in the table below, all other variables held
constant, post-tax profit and equity would have been affected as follows:

Post tax profit Equity

Higher/(lower) Higher/(lower)
2013 2012 2013 2012
$’000 $’000 $’000 $’000
Consolidated

Actual as at 30 June 51,037 58,004 99,898 98,482

AUD increases against all currencies 5% 311 40 (379) (550)

AUD decreases against all currencies 5% (345) (44) 419 608

AUD increases against all currencies 10% 596 76 (724) (1,050)

AUD decreases against all currencies 10% (728) (92) 885 1,283

Significant assumptions used in the foreign currency exposure sensitivity analysis include reasonable possible
movement in foreign exchange rates based on economic forecasters’ expectations. The translation of net assets
in subsidiaries with a functional currency other than AUD is also included in the sensitivity as part of the equity
movement.

[Link] Holdings Limited 2013 Annual Report Page 77

 Credit risk
The Consolidated Entity trades only with recognised, credit-worthy third parties.

The principal trade receivables are amounts owing from credit card companies which typically settle within five
days. It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit
verification procedures. In addition, receivables are monitored on an ongoing basis with the result that the
Group’s exposure to bad debts is not considered to be significant. There are no significant concentrations of
For personal use only
credit risk within the Group.

Liquidity risk
The Group’s objective is to maintain a balance between continuity of funding and flexibility. The Group manages
liquidity risk by continuously monitoring forecast and actual cash flow and matching the maturity profiles of
financial assets and liabilities. Minimal financial arrangements are in place in subsidiaries purchased through
business combination. No other financing arrangements have been established.

Non-derivative financial liabilities

The following liquidity risk disclosures reflect all repayments and interest resulting from recognised financial
liabilities and financial guarantees as of 30 June 2013. For the other obligations the respective undiscounted cash
flows for the respective upcoming fiscal years are presented. The timing of cash flows for liabilities is based on
the contractual terms of the underlying contract. The risk implied from the values shown in the table below
reflects a balanced view of cash inflows and outflows of non-derivative financial instruments. Leasing obligations,
trade payables and other financial liabilities mainly originate from the financing of assets used in the Group’s
ongoing operations such as property, plant, equipment and investments in working capital (e.g. trade
receivables). Liquid non-derivative assets comprising cash and receivables are considered in the Group’s overall
liquidity risk. The Group ensures that sufficient liquid assets are available to meet all the required short-term
cash payments. This is actively managed with the “come and go” facility with National Australia Bank (refer Note
14).

Less than 6 6-12 Between More Total

months months 1-2 years than 5
years
$’000 $’000 $’000 $’000
$’000
Consolidated

Year ended 30 June 2013

Liquid financial assets

Cash and cash equivalents 132,000 - - - 132,000

Trade and other receivables 10,851 - - 149 11,000

142,851 - - 149 143,000

Financial liabilities

Trade and other payables 156,562 - - - 156,562

Interest bearing loans and - - - 112 112

borrowings
156,562 - - 112 156,674

Net inflow/(outflow) (13,711) - - 37 (13,674)

[Link] Holdings Limited 2013 Annual Report Page 78

 Less than 6 6-12 Between More than Total
months months 1-2 years 5 years

$’000 $’000 $’000 $’000 $’000

Consolidated

Year ended 30 June 2012

For personal use only
Liquid financial assets

Cash and cash equivalents 140,871 - - - 140,871

Trade and other receivables 8,481 - - 138 8,619

149,352 - - 138 149,490

Financial liabilities

Trade and other payables 157,330 - - - 157,330

Interest bearing loans and - - - 112 112

borrowings
157,330 - - 112 157,442

Net inflow/(outflow) (7,978) - - 26 (7,952)

23. Segment information

Identification of reportable segments

Operating segments are identified and segment information disclosed on the basis of internal reports that are
regularly provided to, or reviewed by, the Company’s Chief Operating Decision Makers. The Company operates in
the online travel industry. For management purposes, the Group is organised into one main operating segment
which involves the provision of online travel booking services. All of the Group’s activities are interrelated and
discrete financial information is reported to, and reviewed by, the Company’s Chief Operating Decision Makers as
a single segment. Accordingly, all significant operating decisions are based upon analysis of the Group as one
segment.

For the purpose of disclosure within the segment, revenue is split between “Accommodation” and “Flights and
Other” revenue. “Accommodation” revenue represents revenues from card fees, cancellation fees, credit card
surcharges, commissions or payments for accommodation services.

“Flights and Other” revenue represents revenues from a range of services including domestic and international
airline ticket sales, segment rebates, airline overrides, income from the ARNOLD Corporate booking service, car
hire, travel insurance and other travel related products.

For the purpose of segment information, revenue is determined by the location of the accommodation rather
than the residency of the customer. All flights ticketing revenues are Australian-based.

[Link] Holdings Limited 2013 Annual Report Page 79

 Geographical split of revenues
REVENUE Australia/ Asia Rest of Eliminations Total
New Zealand World

$’000 $’000 $’000 $’000 $’000

Year ended 30 June 2013

For personal use only
Accommodation 115,294 9,400 2,221 - 126,915

Flights and Other 14,472 1,008 495 (882) 15,093

Interest revenue 4,536 104 - - 4,640

Total revenue 134,302 10,512 2,716 (882) 146,648

Year ended 30 June 2012

Accommodation 111,174 11,781 3,181 - 126,136

Flights and Other 12,795 1,449 681 (1,341) 13,584

Interest revenue 5,453 136 - - 5,589

Total revenue 129,422 13,366 3,862 (1,341) 145,309

24. Earnings per share

Consolidated

2013 2012
$’000 $’000

The following reflects the income and share data used in the
calculations of basic and diluted earnings per share:
Profit for the year 51,037 58,004

Number of Shares

2013 2012

Weighted average number of ordinary shares on issue used in 211,736,244 211,523,802

the calculation of basic earnings per share
Effect of dilution

Share options 1,136,855 305,243

Weighted average number of ordinary shares used in the 212,873,099 211,829,045

calculation of diluted earnings per share

[Link] Holdings Limited 2013 Annual Report Page 80

 25. Auditor’s remuneration

Consolidated

2013 2012
$ $
Amounts received or due and receivable by the auditors of the
For personal use only

Consolidated Entity for:

- an audit or review of the financial statements of the entity 274,650 271,000
and any other entity in the Consolidated Entity by Ernst &
Young (Australia)
- an audit or review of the financial statements of the entity 70,056 67,204
and any other entity in the Consolidated Entity by a related
practice of Ernst & Young (Australia)
- an audit or review of the financial statements of the entity 11,827 12,763
and any other entity in the Consolidated Entity by firm other
than Ernst & Young
- other services in relation to the entity and any other entity in 3,879 3,655
the Consolidated Entity by Ernst & Young (Australia)
360,412 354,622

26. Contingent liabilities

At reporting date, the Consolidated Entity had a bank guarantee facility of $2,300,000 (FY12: $2,300,000).
There are bank guarantees in respect of the lease of offices for an amount of $507,978 (FY12: $171,673).

The Consolidated Entity also had purchasing card and direct debit facilities of $670,000 (FY12: $400,000).

27. Commitments for expenditure

The Consolidated Entity has the following commitments in place:

A network infrastructure and data centre arrangement for $56,450 per month (excluding GST) continuing until
30 June 2015.

A telecommunications arrangement for $24,500 per month (excluding GST) continuing until June 2015.

A telecommunications arrangement for $50,571 per quarter minimum spend, continuing until September 2016.

A contract for leasehold improvements for $1,856,095. The contract was signed in March 2013 with the final
payment due in September 2014.

Remuneration commitments for the payment of salaries and other remuneration under long-term employment
contracts in existence at the reporting date, but not recognised as liabilities, payable as follows:

Consolidated
2013 2012
$’000 $’000

Remuneration commitments
- within 1 year - 1,000

- later than 1 year, but not later than 5 years - 1,564

- 2,564

The remuneration commitments included amounts payable to R M S Cooke under a fixed term contract as
disclosed in section C of the Remuneration Report. The amount owing on this contract at 30 June 2013 is nil due
to R M S Cooke’s resignation on 11 January 2013.

[Link] Holdings Limited 2013 Annual Report Page 81

 Consolidated
2013 2012
$’000 $’000

Operating lease commitments – Group as lessee

Future non-cancellable operating lease commitments not
For personal use only

provided for in the financial statements and payable:

- not later than 1 year 1,455 622

- later than 1 year but not later than 5 years 2,831 337

- later than 5 years - -

4,286 959

The Consolidated Entity leases property under operating leases with expiry periods varying between three and
five years. Leases generally provide the Consolidated Entity with a right of renewal at which time all terms are
re-negotiated.

Operating lease commitments – Group as lessor

The Group has entered into commercial property leases on premises consisting of the Group’s surplus office
buildings.

2013 2012
$’000 $’000
- not later than 1 year 320 252

- later than 1 year but not later than 5 years - 320

- later than 5 years - -

320 572

28. Key management personnel

Details of key management personnel

1. Directors
The following persons were directors of [Link] Holdings Limited during the financial year:

Chairman – Non-executive
R D McIlwain

Executive Director
R M S Cooke, Group Chief Executive Officer and Managing Director (resigned 11 January 2013)

Non-executive Directors
G T Wood
R A C Brice
A B R Smith
K J Gaffney
D Do (appointed 28 February 2013)

[Link] Holdings Limited 2013 Annual Report Page 82

 2. Executives (other than Directors) with the greatest authority for planning, directing and
controlling the activities of the Company
The following persons were the executives with the greatest authority for planning, directing and controlling the
Consolidated Entity (Key Management Personnel) during the financial year:

Name Position Employer

For personal use only

S Blume1 Chief Executive Officer [Link] Pty Ltd

G R Timm Chief Financial Officer [Link] Pty Ltd

D F Barnes2 Chief Commercial Officer [Link] Pty Ltd

A M Ross3 Chief Information Officer [Link] Pty Ltd

J M Sutherland4 Chief Information Officer [Link] Pty Ltd

H Demetriou Executive General Manager Flights, A.C.N 079 101 772 Limited
Activities & Packages (formerly [Link] Limited)
J N Holte5 Executive General Manager Australia [Link] Pty Ltd
New Zealand
M W Varley6 Executive General Manager Asia [Link] Pty Ltd

O Dombey7 Executive General Manager Asia [Link] Pte Ltd

1. S Blume appointed 21 January 2013.

2. D F Barnes appointed 27 May 2013.
3. A M Ross resigned 31 January 2013.
4. J M Sutherland appointed 1 February 2013.
5. J N Holte resigned as Executive General Manager Australia and New Zealand on 10 May 2013. This position was not refilled;
instead, the new role of Chief Commercial Officer was created.
6. M W Varley resigned on 5 April 2013.
7. O Dombey was appointed on 3 June 2013.

Compensation of Key Management Personnel

Consolidated

2013 2012
$ $

Short-term employee benefits 2,517,014 3,244,402

Post-employment benefits 154,287 138,828

Other long-term benefits 21,596 61,424

Share-based payment* 79,892 (110,433)

2,772,789 3,334,221
* refer Remuneration Report pages 25-36

[Link] Holdings Limited 2013 Annual Report Page 83

 Equity instrument disclosures relating to Key Management Personnel

Options and performance rights provided as remuneration

Details of options and performance rights provided as remuneration, together with the terms and conditions of
the instruments, can be found in Note 29.

Option and performance rights holdings

For personal use only

No options or performance rights over ordinary shares were provided as remuneration to any Director of
[Link] Holdings Limited.

Balance at Granted as Options/ Other Balance at Vested and Unvested

the start of remuneration performance changes the end of exercisable
the year rights the year
exercised

FY2013 Key Management Personnel of the Consolidated Entity

R M S Cooke1 800,000 - - (800,000) - - -

S Blume2 - 450,000 - - 450,000 - 450,000

G R Timm 279,000 13,500 - - 292,500 - 292,500

DF Barnes3 - - - - - - -

A M Ross4 198,000 13,500 - (211,500) - - -

5
J M Sutherland 92,000 9,000 - - 101,000 - 101,000

H Demetriou 227,000 10,800 - - 237,800 - 237,800

6 168,000 10,500 - (178,500) - - -
J N Holte
7 152,000 11,200 - (163,200) - - -
M W Varley
8 - - - - - - -
O Dombey

FY2012 Key Management Personnel of the Consolidated Entity

R M S Cooke1 1,600,000 - - (800,000) 800,000 - 800,000

G R Timm 79,000 200,000 - - 279,000 - 279,000

A M Ross 194,000 24,000 (20,000) - 198,000 - 198,000

H Demetriou 203,000 24,000 - - 227,000 - 227,000

J N Holte 144,000 24,000 - - 168,000 - 168,000

M W Varley 148,000 24,000 (20,000) - 152,000 - 152,000

1. The performance criteria set for the 800,000 options noted in “other changes” in the FY12 disclosures have in all respects
been satisfied. The option holder determined not to proceed to exercise the options due to the exercise price being set at
$4.75 per option. R M S Cooke resigned 11 January 2013.
2. S Blume appointed 21 January 2013.
3. D F Barnes appointed as Chief Commercial Officer 27 May 2013.
4. A M Ross resigned 31 January 2013.
5. J M Sutherland appointed 1 February 2013.
6. J N Holte resigned as Executive General Manager Australia and New Zealand on 10 May 2013. This position was not refilled;
instead, the new role of Chief Commercial Officer was created.
7. M W Varley resigned as Executive General Manager Asia on 5 April 2013.
8. O Dombey was appointed on 3 June 2013.

[Link] Holdings Limited 2013 Annual Report Page 84

 Shareholdings
The numbers of shares in the Company held during the financial year by each Director of [Link] Holdings
Limited and other key management personnel of the Company, including their personally related parties, are set
out below.

FY2013 Balance at the Granted as Received Other changes Balance at the

start of the remuneration during the year during the year end of the year
For personal use only
year on exercise of
options/
performance
rights
Directors of [Link] Holdings Limited
Ordinary shares
R D McIlwain 575,000 - - - 575,000
1
R M S Cooke 1,000,000 - - (1,000,000) -

G T Wood 45,861,000 - - (2,000,000) 43,861,000

A B R Smith 150,000 - - - 150,000

R A C Brice 34,000,000 - - (1,000,000) 33,000,000

K J Gaffney - - - - -

D Do - - - - -

Key Management Personnel of the Consolidated Entity

Ordinary shares
S Blume2 - - - - -

G R Timm 6,558 - - - 6,558

3
D F Barnes - - - - -
4
A M Ross 60,233 - - (60,233) -
5
J M Sutherland 2,000 - - - 2,000
H Demetriou 4,473 - - - 4,473
6
J N Holte - - - - -
7
M W Varley 15,233 - - (15,233) -
8
O Dombey - - - - -

1. Resigned 11 January 2013, details of his shareholdings subsequent to his resignation are not required to be disclosed.
2. S Blume appointed 21 January 2013.
3. D F Barnes appointed as Chief Commercial Officer 27 May 2013.
4. A M Ross resigned 31 January 2013, details of her shareholdings subsequent to her resignation are not required to be
disclosed.
5. J M Sutherland appointed 1 February 2013.
6. J N Holte resigned as Executive General Manager Australia and New Zealand on 10 May 2013, details of his shareholdings
subsequent to his resignation are not required to be disclosed. This position was not refilled; instead the new role of Chief
Commercial Officer was created.
7. M W Varley resigned as Executive General Manager Asia on 5 April 2013, details of his shareholdings subsequent to his
resignation are not required to be disclosed.
8. O Dombey was appointed on 3 June 2013.

[Link] Holdings Limited 2013 Annual Report Page 85

 FY2012 Balance at the Granted as Received Other changes Balance at the
start of the remuneration during the year during the year end of the year
year on exercise of
options/
performance
rights
Directors of [Link] Holdings Limited
For personal use only
Ordinary shares
R D McIlwain 500,000 - - 75,000 575,000

R M S Cooke 1,071,500 - - (71,500) 1,000,000

G T Wood 47,161,000 - - (1,300,000) 45,861,000

A B R Smith 150,000 - - - 150,000

R A C Brice 33,500,000 - - 500,000 34,000,000

K J Gaffney - - - - -

Key Management Personnel of the Consolidated Entity

Ordinary shares
A M Ross 40,233 - 20,000 - 60,233

G R Timm 6,558 - - - 6,558

H Demetriou 4,473 - - - 4,473
J N Holte - - - - -
M W Varley 10,233 - 20,000 (15,000) 15,233

29. Share-based payment plans

a) Recognised share-based payment expenses

The expense recognised for employee services received during the year is shown in the table below:

Consolidated
2013 2012
$’000 $’000
Options and performance rights issued under the Executive 454 (332)*
Share Option Plan
Shares issued under Employee Share Plan - -

454 (332)

* Represents the calculated reduction (per AASB 2 Share-based Payment) in FY12 in options expenses adjusted for vesting
failures of options due to non-market factors.

b) Executive Share Option Plan

In accordance with AASB 2 Share-based Payment, the Company has calculated the fair value of options and
performance rights issued to employees. The fair value of the options and performance rights packages granted
is estimated as at the date of grant taking into account the terms and conditions upon which the options and
performance rights were granted. A binomial model is used for the options packages and performance rights
package 10 and a Monte Carlo simulation model is used for performance rights packages 11 and 12. The Monte
Carlo model simulates the TSR and compares it against a specified basket of 7 companies. It takes into account
historic and expected dividends, and the share price fluctuation covariance of the Group and the TSR basket to
predict the relative share performance.

[Link] Holdings Limited 2013 Annual Report Page 86

 The major terms of the options and performance rights issued are set out in the table below together with the
inputs into the valuation model used for the year ended 30 June 2013:

Package 2 Package 3 Package 4 Package 5 Package 6 Package 7 Package 8 Package 9

Options Options Options Options Options Options Options Options

Number of
options granted 2,883,000 390,000 800,000 1,815,000 1,468,000 872,500 800,000 935,000
For personal use only
Grant date 10 Apr 2006 19 Mar 2007 22 Oct 2007 4 Jul 2008 30 Jun 2009 3 Sept 2010 25 Oct 2010 3 Oct 2011

Share price $2.00 $4.20 $4.75 $2.92 $4.43 $4.50 $4.60 $3.86

Exercise price $2.00 $4.20 $4.75 $2.92 $4.43 $4.43 $4.68 $4.03

Dividend yield 4.45% 3.26% 2.76% 5.86% 3.62% 5.00% 5.11% 6.09%

Risk free rate 5.57% 6.03% 6.45% 6.56% 5.32% 4.37% 4.97% 3.61%

Volatility 30%-40% 25%-35% 25%-35% 30%-40% 35%-40% 35%-40% 35%-40% 35%-40%

Number of 5 equal 5 equal 3 tranches 3 tranches 3 tranches 3 tranches 3 tranches 3 tranches

options per tranches tranches 1st:200,000 1st:603,987 1st:489,307 1st:290,831 1st:400,000 1st:311,666
tranche 2nd:200,000 2nd:604,002 2nd:489,339 2nd:290,832 2nd:200,000 2nd:311,667
3rd:400,000 3rd:607,011 3rd:489,354 3rd:290,837 3rd:200,000 3rd:311,667

Vesting dates and fair value:

Tranche 1 1 Oct 2007 1 Oct 2008 22 Oct 2009 1 Nov 2011 1 Nov 2012 1 Nov 2013 31 Oct 2013 1 Nov2014
$0.4829 $0.9966 $1.8350 $0.693 $1.44 $0.94 $0.91 $0.7389

Tranche 2 1 Oct 2008 1 Oct 2009 22 Oct 2010 1 Nov 2012 1 Nov 2013 1 Nov 2014 31 Oct 2014 1 Nov2015
$0.5047 $1.0519 $1.910 $0.699 $1.48 $1.02 $1.01 $0.7408

Tranche 3 1 Oct 2009 1 Oct 2010 22 Oct 2011 1 Nov 2013 1 Nov 2014 1 Nov 2015 31 Oct 2015 1 Nov2016
$0.5202 $1.0995 $1.975 $0.6972 $1.51 $1.07 $1.07 $0.7335

Tranche 4 1 Oct 2010 1 Oct 2011

$0.5300 $1.1391

Tranche 5 1 Oct 2011 1 Oct 2012

$0.5351 $1.1713

Lapsing date 31 Dec 2011 31 Dec 2012 31 Dec 2011 31 Dec 2013 31 Dec 2014 31 Dec 2015 31 Dec 2015 31 Dec 2016

Package 10 Package 11 Package 11 Package 12 Package 12

Performance Performance Performance Performance Performance
rights rights rights rights rights
EPS Rights* TSR Rights* EPS Rights** TSR Rights**

Number of performance right granted 260,100 213,750 71,250 123,750 41,250

Grant date 23 Oct 2012 28 May 2013 28 May 2013 28 May 2013 28 May 2013

Share price $4.90 $5.50 $5.50 $5.50 $5.50

Exercise price Nil Nil Nil Nil Nil

Dividend yield 5% 5.0% 5.0% 5.0% 5.0%

Risk free rate 2.60% 2.45% to 2.88% 2.45% to 2.88% 2.45% to 2.88% 2.45% to 2.88%

Volatility 30%-40% 32.5% 32.5% 32.5% 32.5%

Number of performance rights per

3 equal tranches 3 equal tranches 3 equal tranches 3 equal tranches 3 equal tranches
tranche

Vesting dates and fair value

Tranche 1 1 Nov2015 28 Feb 2014 28 Feb 2014 28 Feb 2016 28 Feb 2016
$4.2303 $5.3023 $3.0537 $4.8117 $3.0495

Tranche 2 1 Nov2016 28 Feb 2015 28 Feb 2015 28 Feb 2017 28 Feb 2017
$4.0297 $5.0511 $2.7259 $4.5837 $2.7243

Tranche 3 1 Nov2017 28 Feb 2016 28 Feb 2016 28 Feb 2018 28 Feb 2018
$3.8381 $4.8117 $2.2250 $4.3665 $2.3414

Lapsing date 31 Dec 2019 30 Jun 2016 30 Jun 2016 30 Jun 2018 30 Jun 2018

* Package 11 totals 285,000 performance rights and is comprised of 2 components, being 213,750 rights using Earnings Per
Share as a performance measure (EPS Rights) and 71,250 rights using Total Shareholder Return as a performance measure
(TSR Rights).
** Package 12 totals 165,000 performance rights and is comprised of 2 components, being 123,750 rights using Earnings Per
Share as a performance measure (EPS Rights) and 41,250 rights using Total Shareholder Return as a performance measure
(TSR Rights.

[Link] Holdings Limited 2013 Annual Report Page 87

 The vesting conditions for each package incorporate the following performance criteria:

Performance criteria for each tranche

Package 2 The performance criteria, all of which have been satisfied, were as follows:
 for the first tranche, achieving Prospectus forecast earnings per share for FY2007; and
For personal use only

 for the second tranche (and each successive tranche), achieving compound annual earnings per share
growth of 10% over Prospectus forecast earnings per share for FY2007.

Package 3 The performance criteria, all of which have been satisfied, were as follows:
 for the first tranche, achieving earnings per share of 10.34 cents; and
 for the second tranche (and each successive tranche), achieving compound annual earnings per share
growth of 10% over 10.34 cents.

Package 4 The performance criteria, all of which have been satisfied, were as follows:
 for the first tranche, achieving earnings per share of 16.453 cents;
 for the second tranche, achieving earnings per share of 18.510 cents; and
 for the third tranche, achieving earnings per share of 20.823 cents.

Package 5 Achieving compound annual earnings per share growth of 15% over FY2008 earnings per share.

Package 6 Achieving compound annual earnings per share growth of 10% over FY2009 earnings per share.

Package 7 Achieving compound annual earnings per share growth of 10% over FY2010 earnings per share.

Package 8 The Company’s earnings per share for FY2013 must be at least 33.73 cents per share.

Package 9 Achieving compound annual earnings per share growth of 7.5% over FY2011 earnings per share.

Package 10 Achieving compound annual earnings per share growth of 6% over FY12 earnings per share. A pro-rata
entitlement is recommended to occur should the compound annual earnings per share growth over FY12 earnings
per share be between 3% and 6%.

Package 11  75% of the tranche (EPS rights) is subject to achieving compound annual earnings per share growth of 5%
over the 2012 calendar year earnings per share; and
 the remaining 25% of the tranche (TSR rights) is subject to the total shareholder return exceeding the
average total shareholder return for a basket of ASX listed companies including the following: Seek Limited,
[Link] Limited, REA Group Limited, Flight Centre Limited, Webjet Limited, Corporate Travel
Management Limited and Jetset Travelworld Limited for the 2013 calendar year and thereafter, on a
cumulative average basis until the 2015 calendar year.

Package 12  For each tranche, 75% of the tranche (EPS rights) is subject to the Company’s earnings per share for the
2015 calendar year meeting or exceeding the 2012 calendar year earnings per share uplifted by 5%
cumulatively for the three intervening calendar years. Thereafter the criteria is measured for the 2016 and
2017 calendar year with the number of intervening years increased to four and five years respectively; and
 the remaining 25% of the tranche (TSR rights) is subject to the Company’s total shareholder return for the
three calendar years 2013 to 2015 meeting or exceeding the average total shareholder return for a basket of
ASX listed companies including the following: Seek Limited, [Link] Limited, REA Group Limited, Flight
Centre Limited, Webjet Limited, Corporate Travel Management Limited and Jetset Travelworld Limited for the
corresponding three year period. Thereafter the criterion is measured for the 2016 and 2017 calendar year
with the number of intervening years increased to four and five years respectively.

In respect of all Packages, if the performance criteria for a tranche are not met, but subsequently the
performance criteria for a later tranche are met, then the tranche with the earlier vesting date will vest as if the
performance criteria had been met. In respect of all Packages, if there is a change in control of the Company
after its admission to the Official List of ASX, any options and performance rights that have not vested will
immediately vest.

[Link] Holdings Limited 2013 Annual Report Page 88

 The following table illustrates the number and weighted average exercise price of, and movements in, share
options and performance rights during the year.

Balance at Granted Exercised Forfeited Balance at Vested and

start of year during year during year during year end of year exercisable at
end of year
For personal use only

FY13

Package 2 - - - - - -

Package 3 - - - - - -

Package 4 - - - - - -

Package 5 1,030,000 - - (270,000) 760,000 -

Package 6 951,000 - - (235,000) 716,000 -

Package 7 640,500 - - (328,000) 312,500 -

Package 8 800,000 - - (800,000) - -

Package 9 854,000 - - (165,000) 689,000 -

Package 10 - 260,100 - (48,300) 211,800 -

Package 11 - 285,000 - - 285,000 -

Package 12 - 165,000 - - 165,000 -

Total 4,275,500 710,100 - (1,846,300) 3,139,300 -

Weighted average $4.03 Nil - $4.17 $3.04 -

exercise price

FY12

Package 2 526,800 - (526,800) - - -

Package 3 - - - - - -

Package 4 800,000 - - (800,000) - -

Package 5 1,200,000 - - (170,000) 1,030,000 -

Package 6 1,182,000 - - (231,000) 951,000 -

Package 7 705,000 - - (64,500) 640,500 -

Package 8 800,000 - - - 800,000 -

Package 9 - 935,000 - (81,000) 854,000 -

Total 5,213,800 935,000 (526,800) (1,346,500) 4,275,500 -

Weighted average $3.92 $4.03 $2.00 $4.41 $4.03 -

exercise price

c) Employee Share Plan

The Company has in place an Employee Share Plan under which shares to a value of $1,000 may be granted to
employees for no cash consideration. This Plan was approved at a general meeting of shareholders on 10 April
2006. If re-activated, employees who have been continuously employed by the Consolidated Entity for a period
of at least 12 months are eligible to participate in the Plan. Shares issued under the plan may not be sold until
the earlier of 3 years after issue or cessation of employment. The maximum number of shares each participant
receives is $1,000 divided by the weighted average closing price of the Company’s shares on the ASX on the five
trading days prior to the date of offer to eligible employees.

No issue of shares under the Employee Share Plan was made in the reporting period.

[Link] Holdings Limited 2013 Annual Report Page 89

 30. Parent entity financial information

a) Summary financial information

The individual financial statements for the parent entity show the following aggregate amounts:

2013 2012
$’000 $’000
For personal use only

Statement of Financial Position

Current assets 341 367

Total assets 121,235 121,520

Current liabilities 5,978 63,135

Total liabilities 86,087 86,685

Shareholders’ Equity

Issued capital 30,001 30,001

Employee equity benefit reserve 4,643 4,329

Retained earnings 504 505

35,148 34,835

Profit for the year 52,445 50,513

Total comprehensive income 52,445 50,513

On 25 June 2008 a Deed of Cross Guarantee (the Deed) was entered into between [Link] Holdings Limited
and certain of its wholly-owned subsidiaries, being [Link] Pty Ltd, A.C.N 079 010 772 Limited,
[Link] Pty Limited and Arnold Travel Technology Pty Limited. Go Do Pty Ltd was added to the Deed
of Cross Guarantee by an Assumption Deed dated 10 June 2010.

The effect of the Deed is that [Link] Holdings Limited has guaranteed to pay any deficiency in the event of
winding up of either the controlled entity or if they do not meet their obligations under the terms of overdrafts,
loans, leases or other liabilities subject to the guarantee. The controlled entities have given a similar guarantee
in the event that [Link] Holdings Limited is wound up or does not meet its obligations under the terms of
overdrafts, loans, leases or other liabilities subject to the guarantee.

31. Events after reporting date

On 28 August 2013, the Directors of [Link] Holdings Limited determined a final dividend on ordinary shares
in respect of the 2013 financial year. The total amount of the dividend is $24,349,668 and is fully franked.

No other matter or circumstances have arisen since the end of the year which have 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 future financial years.

[Link] Holdings Limited 2013 Annual Report Page 90

 Directors’ Declaration

In accordance with a resolution of the Directors of [Link] Holdings Limited made on 28 August 2013, we
state that:
For personal use only

1. In the opinion of the Directors:

a) the financial statements and notes of [Link] Holdings Limited for the financial year ended
30 June 2013 are 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 Accounting Standards and the Corporations Regulations 2001;

b) the financial statements and notes also comply with International Financial Reporting Standards as
disclosed in Note 2; and

c) 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

d) as at the date of this declaration, there are reasonable grounds to believe that the members of the
Closed Group identified in Note 21 will be able to meet any obligations or liabilities to which they are
or may become subject, by virtue of the Deed of Cross Guarantee.

2. This declaration has been made after receiving the declarations required to be made to the Directors by the
Chief Executive Officer and the Chief Financial Officer in accordance with section 295A of the Corporations
Act 2001 for the financial year ended 30 June 2013.

On behalf of the board

R D McIlwain
Chairman
28 August 2013

[Link] Holdings Limited 2013 Annual Report Page 91

 Independent Auditor’s Report
For personal use only

[Link] Holdings Limited 2013 Annual Report Page 92

 Independent Auditor’s Report
For personal use only

[Link] Holdings Limited 2013 Annual Report Page 93

 Shareholder Information
Top 20 Shareholders
At 2 August 2013, the 20 largest shareholdings of the Company’s fully paid ordinary shares were as follows:

Rank Shareholder Number of Percentage

For personal use only

ordinary shares held

1. Graeme Thomas Wood 43,861,000 20.71
2. R & J Brice & JDB Services P/L 28,000,000 13.22
3. J P Morgan Nominees Australia Limited 23,818,500 11.25
4. National Nominees Limited 21,223,542 10.02
5. HSBC Custody Nominees (Australia) Limited 13,100,657 6.19
6. UBS Wealth Management Australia Nominees Pty Ltd 10,916,118 5.16
7. BNP Paribas Noms Pty Ltd 8,903,856 4.21
8. UQ Endowment Fund Ltd 5,800,000 2.74
9. Citicorp Nominees Pty Limited 5,368,899 2.54
10. Citicorp Nominees Pty Limited 5,094,749 2.41
11. HSBC Custody Nominees (Australia) Limited 4,795,223 2.26
12. Ms Anna Creeth Cottell 4,647,000 2.19
13. RBC Investor Services Australia Nominees Pty Limited 2,964,287 1.40
14. Brazil Farming Pty Ltd 1,880,000 0.89
15. UBS Nominees Pty Ltd 1,576,872 0.74
16. Avanteos Investments Limited 668,710 0.32
17. Dick McIlwain 575,000 0.27
18. UBS Nominees Pty Ltd 519,000 0.25
19. Suncorp Custodian Services Pty Limited 501,263 0.24
20. BNP Paribas Nominees Pty Ltd 464,099 0.22
TOTAL 184,678,775 87.22

Substantial Shareholders
At 2 August 2013, the following entries were contained in the register of substantial shareholdings with respect
to the Company’s ordinary shares:

Shareholdings Number of
ordinary shares
G T Wood
(by notice dated 7 June 2006, last updated 22 June 2011) 47,161,000
R A C Brice and J D Brice / JDB Services Pty Ltd
(by notice dated 7 June 2006, last updated 28 June 2011) 33,500,000
Hyperion Asset Management
(by notice dated 1 April 2010, last updated 18 June 2012) 23,820,832
Paradice Investment Management Pty Ltd
(by notice dated 22 November 2012, last updated 20 May 2013) 12,948,445
Sumitomo Mitsui Trust Holdings, Inc.
(by notice dated 24 June 2013) 11,556,869

[Link] Holdings Limited 2013 Annual Report Page 94

 Distribution of Shareholdings
(as at 2 August 2013)

Range Number of Percentage Number of Percentage

holders of of holders shares of shares
ordinary
shares
For personal use only

1 - 1,000 3,327 44.04% 1,731,819 0.82%

1,001 - 5,000 3,228 42.73% 8,422,632 3.98%
5,001 - 10,000 597 7.90% 4,503,783 2.13%
10,001 - 50,000 332 4.39% 6,801,887 3.21%
50,001 – 100,000 28 0.37% 1,897,288 0.90%
100,001 - 500,000 20 0.26% 4,362,659 2.06%
500,001 and over 23 0.30% 184,016,176 86.91%
Rounding 0.01% -0.01%
Total 7,555 100.00% 211,736,244 100.00%

Holders of Non-Marketable Parcels

As at 2 August 2013, there were 322 shareholders with less than a marketable parcel of the Company’s shares
(namely 103 shares or less).

Voting Rights of Shareholders

The fully paid ordinary shareholders of the Company are entitled to vote at any meeting of the members of the
Company and their voting rights are:

 on a show of hands – one vote per shareholder; and

 on a poll – one vote per fully paid ordinary share.

On-Market Buy-Back
There is no current on-market buy-back in respect of the Company’s shares.

[Link] Holdings Limited 2013 Annual Report Page 95

 Corporate Directory
Registered Office
[Link] Holdings Limited
7 Baroona Road
Milton Qld 4064
Telephone: (07) 3512 9965
For personal use only

Facsimile: (07) 3512 9914

Company Secretariat
S Simmons (Company Secretary)

Share Registry
Computershare Investor Services Pty Limited
GPO Box 523
Brisbane Qld 4001
Telephone: 1300 552 270

Auditor
Ernst & Young
Level 51
One One One
111 Eagle Street
Brisbane Qld 4000

Corporate Directory
Key dates*
Financial year end 30 June 2013
Announcement of audited results and dividend to ASX 28 August 2013
Dividend record date 13 September 2013
Dividend payment (final) 10 October 2013
Annual General Meeting 21 October 2013
* Dates may be subject to change.

Online communication
Shareholders can help us to reduce our costs and our impact on the environment by choosing to receive all
communication from us electronically. To do so, contact our Share Registry, or visit their website:
[Link]/au

Change of address
Shareholders should advise the Share Registry immediately in writing as soon as their address changes. Broker-
sponsored shareholders should advise their sponsoring broker.

Annual General Meeting

The Annual General Meeting of [Link] Holdings Limited will be held at The Art Gallery Room, Customs House,
399 Queen Street, Brisbane, at 2:30pm (Brisbane time) on Monday 21 October 2013.

Stock Exchange listed securities

[Link] Holdings Limited’s shares are listed on the Australian Securities Exchange (ASX) under the ASX code
“WTF”.

Consolidation of shareholdings
Please contact [Link]’s Share Registry if you have received more than one Annual Report for the same
shareholding. Broker-sponsored shareholders should advise their sponsoring broker.

Tax File Number

Shareholders who have not provided their Tax File Number and would like to do so should contact [Link]’s
Share Registry on 1300 552 270. The Company is required to deduct tax at the top marginal rate plus the
Medicare levy from unfranked or partially franked dividends paid to Australian resident shareholders who have
not supplied their Tax File Number or exemption details.

[Link] Holdings Limited 2013 Annual Report Page 96