Company Financial Analysis – Billabong Company

Billabong International Limited Financial report ended 30 June 2012

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Appendix 4E

Preliminary final report Name of entity

BILLABONG INTERNATIONAL LIMITED

ABN Financial year ended

17 084 923 946 30 JUNE 2012 Comparative Financial year ended

30 JUNE 2011 Results for announcement to the market

Results $A’000

Revenues from continuing operations Down 7.3% to 1,444,079

Loss from ordinary activities after tax attributable to members Down 331.4% to (275,649)

Net loss for the period attributable to members Down 331.4% to (275,649)

 

Dividends Amount per security

Franked amount per security

Tax rate for franking

Current period – 2012

Final dividend — — n/a

Interim dividend – paid on 19 April 2012 3.0¢ 0.00¢ n/a

Previous corresponding period – 2011

Final dividend – payable on 21 October 2011 13.0¢ 3.25¢ 30%

Interim dividend – paid on 21 April 2011 16.0¢ 8.00¢ 30%

The Board has not declared a final ordinary dividend for the year ended 30 June 2012 and does not expect to declare an interim ordinary dividend for the half-year ended 31 December 2012. The Board confirm that the dividend policy will be reviewed thereafter. The Dividend Reinvestment Plan is suspended until such time as the dividend policy review has been undertaken.

 

NTA backing 2012 2011

Net tangible asset backing per ordinary security $0.76 $(0.29)

 

 

 

Billabong International Limited Financial report ended 30 June 2012

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Compliance statement This report is based on the consolidated financial report which has been audited. Refer to the attached full financial report for all other disclosures in respect of the Appendix 4E.

Signed: …………………………………………………… Date: 27 August 2012 Launa Inman Chief Executive Officer

 

 

 

 

 

 

 

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Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 2

Your Directors present their report on the consolidated entity (referred to hereafter as the Group) consisting of Billabong International Limited (the Company) and the entities it controlled at the end of, or during, the year ended 30 June 2012. Directors The following persons were Directors of Billabong International Limited during the whole of the financial year and up to the date of this report: E.T. Kunkel A.G. Froggatt F.A. McDonald G.S. Merchant P. Naude C. Paull L. Inman was appointed as Managing Director and Chief Executive Officer (CEO) on 14 May 2012 and continues in office at the date of this report. D. O’Neill was the CEO and an Executive Director from the beginning of the financial year until he ceased employment on 12 May 2012. S. Pitkin was appointed as a Director on 28 February 2012 and continues in office at the date of this report. M.A. Jackson was a Director from the beginning of the financial year until her resignation on 25 October 2011. Principal activities During the year the principal continuing activities of the Group consisted of the wholesaling and retailing of surf, skate, snow and sports apparel, accessories and hardware, and the licensing of the Group trademarks to specified regions of the world. Dividends – Billabong International Limited Dividends paid to members during the financial year were as follows:

$’000

 Final ordinary dividend partially franked to 25% for the year ended 30 June 2011 of 13.0 cents per fully paid share paid on 21 October 2011

33,025

 Interim ordinary dividend unfranked for the half-year ended 31 December 2011 of 3.0 cents per fully paid share paid on 19 April 2012

7,645

40,670 The Board has not declared a final ordinary dividend for the year ended 30 June 2012 and does not expect to declare an interim ordinary dividend for the half-year ended 31 December 2012. The Board confirms that the dividend policy will be reviewed thereafter. The Dividend Reinvestment Plan (DRP) is suspended until such time as the dividend policy review has been undertaken.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 3

Review of operations A summary of consolidated revenues and results by significant geographical segments is set out below: Segment As Reported Segment revenues Segment EBITDAI*

2012 2011 2012 2011 $’000 $’000 $’000 $’000

Australasia 522,265 501,904 (22,471) 55,225 Americas 750,307 843,737 (39,250) 80,194 Europe 278,064 337,627 (12,277) 54,246 Third party royalties 2,608 2,211 2,608 2,211 Share of net profit after-tax of associate — — 293 — Gain on sale, net of transaction costs before income tax — — 201,448 — 1,553,244 1,685,479 130,351 191,876 Less: Net interest expense (27,883) (23,045) Depreciation and amortisation (47,691) (41,931) Impairment charge (342,955) — (Loss)/profit before income tax expense (288,178) 126,900 Income tax benefit/(expense) 11,497 (8,855) (Loss)/profit after income tax expense (276,681) 118,045 Loss attributable to non-controlling interests 1,032 1,094 (Loss)/profit attributable to members of Billabong International Limited (275,649) 119,139 Segment Constant Currency ** Segment revenues Segment EBITDAI*

2012 2011 2012 2011 $’000 $’000 $’000 $’000

Australasia 522,265 497,414 (22,471) 54,466 Americas 750,307 816,051 (39,250) 79,770 Europe 278,064 318,013 (12,277) 50,465 Third party royalties 2,608 2,211 2,608 2,211 Share of net profit after-tax of associate — — 293 — Gain on sale, net of transaction costs before income tax — — 201,448 — 1,553,244 1,633,689 130,351 186,912 Less: Net interest expense (27,883) (22,291) Depreciation and amortisation (47,691) (40,457) Impairment charge (342,955) — (Loss)/profit before income tax expense (288,178) 124,164 Income tax benefit/(expense) 11,497 (9,396) (Loss)/profit after income tax expense (276,681) 114,768 Loss attributable to non-controlling interests 1,032 1,094 (Loss)/profit attributable to members of Billabong International Limited (275,649) 115,862 * Segment Earnings Before Interest, Taxes, Depreciation, Amortisation and Impairment (EBITDAI) excludes inter- company royalties and sourcing fees and includes an allocation of global overhead costs (which include corporate overhead, international advertising and promotion costs, central sourcing costs and foreign exchange movements). ** Due to a significant portion of the Group’s operations being outside of Australia, the Group is exposed to currency exchange rate translation risk i.e. the risk that the Group’s offshore earnings and assets fluctuate when reported in Australian Dollars. The Group’s segment information for the prior year has therefore also been presented in a constant currency basis (i.e. using the current year exchange rates to convert the prior year foreign earnings) to remove the impact of foreign exchange movements from the Group’s performance against the prior year comparative.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 4

Review of operations (continued) Given the impact of the Group’s strategic capital structure review announced to the market on 17 February 2012 and the impact the difficult global macro trading conditions have had on results this year, the Group’s results have been presented on an adjusted basis to exclude significant and exceptional items to enable a more representative comparison to the prior year as detailed below. Significant income and cost items associated with the strategic capital structure review includes but is not limited to, doubtful debts, inventory write downs and redundancies partially offset by the gain on sale of 51.5% of the Nixon business (significant items). Exceptional items include other costs and charges associated with certain initiatives outside the ordinary course of operations (exceptional items) (collectively significant and exceptional items). 2012 Adjusted Net Profit After Tax Reconciliation

Australasia Americas Europe Other ^ Total $’000 $’000 $’000 $’000 $’000

EBITDAI As Reported (22,471) (39,250) (12,277) 204,349 130,351 Significant Items (notes 8 and 10) 47,071 91,348 35,553 (201,448) (27,476) Exceptional Items ^^ 3,880 3,686 58 — 7,624 Exceptional Items Unaudited and Non-IFRS ^^^ 5,306 3,919 869 — 10,094 Adjusted EBITDAI ^^ 33,786 59,703 24,203 2,901 120,593 Less: Net interest expense (27,883) Depreciation and amortisation ^^^^ (44,775) Adjusted profit before income tax expense ^^^^ 47,935 Adjusted income tax expense ^^^^ (15,427) Adjusted profit after income tax expense ^^^^ 32,508 Loss attributable to non-controlling interests 1,032 Adjusted profit attributable to members of Billabong International Limited ^^^^ 33,540 ^ Includes third party royalties, share of net profit after-tax of associate and gain on sale, net of transaction costs

before income tax ^^ Includes costs arising from the strategic capital structure review included in the income statement which are not

separately identified in the financial report due to their individual size or nature. The types of expenses included in this balance are fees, charges and other adjustments

^^^ Reflects the margin dilution on the clearance of inventory as a result of the strategic capital structure review which resulted in a margin below that achieved by the Group historically in the ordinary course of business and wage costs associated with employees from the beginning of the year to the date of their redundancy arising from the strategic capital structure review

^^^^ Excludes audited significant and IFRS and unaudited Non-IFRS exceptional items The prior year included the following pre-tax significant items being acquisition and restructuring costs by segment: Australasia $7.4 million, Americas $4.6 million and Europe $0.3 million. Comments on the operations and the results of those operations are set out below: Consolidated Result Net Loss After Tax for the year ended 30 June 2012 was $275.6 million, a decrease of 331.4% in reported terms (a decrease of 337.9% in constant currency terms) compared to the prior corresponding period (pcp). This result was impacted by the abovementioned significant and exceptional items. Excluding the after-tax impact of these significant and exceptional items in both years, Adjusted Profit attributable to members of Billabong International Limited for the year ended 30 June 2012 was $33.5 million, a decrease of 74.3% in reported terms (a decrease of 73.6% in constant currency terms) compared to the pcp. Group sales revenue of $1,550.6 million, excluding third party royalties, represents a 7.9% decrease on the pcp in reported terms (down 5.0% in constant currency terms). At a segment level, in constant currency terms, sales revenue in the Americas decreased 8.1%, Europe decreased 12.6% and Australasia increased 5.0% over the pcp. Consolidated gross margins excluding the impact of significant and exceptional items were 53.2% (53.8% in the pcp in as reported terms).

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 5

Review of operations (continued) Adjusted EBITDAI of $120.6 million represents a decrease of 40.9% in reported terms (a decrease of 39.4% in constant currency terms) compared to the pcp. The consolidated Adjusted EBITDAI margin of 7.8% decreased by 4.3% points compared to that of the pcp of 12.1%. The lower Adjusted EBITDAI was driven, in particular, by factors including:

 In Europe, sovereign debt issues had a significant adverse impact on consumer confidence and demand, especially in southern European territories, leading to:

– Delays in shipment of summer product at the request of some wholesale customers – Weak in-season repeat business for summer product – Weaker winter indent and delayed shipment of winter product – Soft trading conditions in Company owned retail

 In Australia, consumers continued to be very cautious given the weak global macroeconomic climate which led to:

– A significant reduction in summer product shipments in the important trading month of June – A highly promotional retail environment adversely impacting Company owned retail performance

 In North America, both wholesale and Company owned retail performance in Canada was subdued and below expectations. In addition, an exceptionally warm winter negatively impacted snow related products leading to lower winter repeats and subdued spring / summer indents

Segment Analysis In addition to the specific factors discussed by segment below, Adjusted EBITDAI margins have been affected by the allocation of lower global overhead costs compared to the pcp. Australasia Compared to the pcp in reported terms, sales revenue increased 4.1% to $522.3 million (up from $501.9 million) and Adjusted EBITDAI decreased 46.1% to $33.8 million (down from $62.7 million). Adjusted EBITDAI margins were lower at 6.5% compared with 12.5% in the pcp, principally reflecting the combined impact of a very weak retail environment in Australia and extremely difficult trading conditions in South Africa offset in part by the abovementioned allocation of lower global overhead costs. Excluding the allocation of global overhead costs, Adjusted EBITDAI margins were 9.1% compared with 16.3% in the pcp. Compared to the pcp in constant currency terms, sales revenue increased 5.0% and Adjusted EBITDAI decreased 45.4%. Sales revenues in the Australasian segment increased over the pcp principally as a result of the inclusion of a full year of trading for the prior year acquisitions of SDS/Jetty Surf and Rush Surf in Australia. However, the performance of the underlying Australian business weighed on the region. Low consumer confidence, record savings levels and unseasonally cold summer weather led to a very weak retail trading environment in Australia, compounded by a shift to online shopping given the strong AUD. These factors impacted wholesale repeat business and also impacted company owned retail performance. Americas Compared to the pcp in reported terms, sales revenue decreased 11.1% to $750.3 million (down from $843.7 million in the pcp) and Adjusted EBITDAI decreased 29.6% to $59.7 million (down from $84.8 million in the pcp). Adjusted EBITDAI margins were lower at 8.0% compared with 10.1% in the pcp, principally reflecting the performance of both wholesale and Company owned retail performance in Canada offset by the abovementioned allocation of lower global overhead costs. Excluding the allocation of global overhead costs, Adjusted EBITDAI margins were 10.6% compared with 13.9% in the pcp. Compared to the pcp in constant currency terms, sales revenue decreased 8.1% and Adjusted EBITDAI decreased 29.1%. Europe Compared to the pcp in reported terms, sales revenue decreased 17.6% to $278.1 million (down from $337.6 million in the pcp) and Adjusted EBITDAI decreased 55.6% to $24.2 million (down from $54.5 million in the pcp). Adjusted EBITDAI margins of 8.7% were down compared to the pcp of 16.1%, principally reflecting the impact of European sovereign debt issues with shortfalls in wholesale repeat business and higher product input costs offset in part by the abovementioned allocation of lower global overhead costs. Excluding the allocation of global overhead costs, Adjusted EBITDAI margins were 11.3% compared with 20.0% in the pcp. Compared to the pcp in constant currency terms, sales revenue decreased 12.6% and Adjusted EBITDAI decreased 52.2%.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 6

Review of operations (continued) Depreciation and Amortisation Expense Depreciation and amortisation expense increased 13.7% in reported terms (17.9% in constant currency terms) compared to the pcp primarily due to the inclusion of a full year of trading for the prior year acquisitions of RVCA, West 49, SDS/Jetty Surf, Rush Surf and retail store expansion. Impairment Charge Expense As a result of the impairment review of intangible assets, goodwill in North America, Australia and South Africa and goodwill and brand intangibles for Billabong have been written down to their recoverable amounts, being the higher of their value in use or fair value less costs to sell. In addition, a review of retail fixed assets and other intangibles was also performed and where appropriate these have been written down to their recoverable amount. For the year ended 30 June 2012, this resulted in a total impairment charge amounting to $343.0 million. Net Interest Expense Net interest expense increased 21.0% in reported terms (25.1% in constant currency terms) compared to the pcp, driven primarily by the inclusion of a full year of borrowings for the abovementioned prior year acquisitions and increased borrowings to fund the payment of the deferred consideration payment for the original acquisition of Nixon and working capital requirements. Income Tax Expense The income tax benefit for the year ended 30 June 2012 was $11.5 million (tax expense of $8.9 million in the pcp), an effective rate of tax of 4.0% (2011: 7.0%). The lower effective tax rate is driven by the partial sale of Nixon and other non- taxable items including deferred consideration. Adjusting for these significant amounts and also goodwill impairment and non-recognition of losses the effective tax rate for the Group would have been approximately 33.8% (2011: 21.0% adjusting for equivalent amounts). The effective tax rate is dependent on the mix of profit by country and exchange rate fluctuations. Consolidated Balance Sheet, Cash Flow Items and Capital Expenditure Excluding Nixon wholesale sales made in the current year as a result of the partial sale and deconsolidation of that business from the Group accounts and including in the pcp the pre-acquisition sales of RVCA and the significant retail acquisitions of West 49, SDS/Jetty Surf and Rush Surf and excluding any wholesale sales made to these accounts prior to acquisition, working capital represents 19.7% as a percentage of the prior twelve months’ sales stated at year end exchange rates, being 8.1% lower compared to the pcp of 27.8% in reported terms in part due to the acceleration of inventory clearance and provisions taken as part of the strategic capital structure review. Cash inflow from operating activities increased to $78.9 million, being 224.2% higher compared to $24.3 million in the pcp, principally reflecting higher net cash receipts from customers and lower tax payments offset in part by the cash cost of the significant and exceptional items associated with the strategic capital structure review. Net cash receipts from customers of $123.9 million were 23.7% higher compared to $100.2 million in the pcp representing 102.8% of Adjusted EBITDAI compared to 49.1% for the pcp reflecting strong trading cash flows for the period relative to Adjusted EBITDAI, despite the cash cost of the significant and exceptional items associated with the strategic capital structure review. Cash inflow from investing activities of $135.1 million was in accordance with expectations and includes the proceeds from the partial sale of Nixon offset by the payment of the deferred consideration payment for the original acquisition of Nixon and investment in owned retail globally. Net debt decreased 65.6% to $160.9 million over the pcp which principally reflects the receipt of the proceeds from the partial sale of Nixon and the institutional component of the accelerated pro-rata non-renounceable entitlement offer offset by the payment of the deferred consideration for the original acquisition of Nixon, investment in owned retail globally and working capital requirements. The Group has a gearing ratio (net debt to net debt plus equity) of 13.5% as at 30 June 2012 (28.1% in the pcp) and interest cover excluding significant and exceptional items of 2.6 times (6.1 times in the pcp).

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 7

Significant changes in the state of affairs During the year the Group undertook a strategic capital structure review which included the following:

 The sale of a 51.5% interest in Nixon as announced on 17 February 2012 with the proceeds used to partially repay the amount of outstanding drawn debt. Details of the sale are disclosed in note 10 to the financial statements. Based on information available at the time of the half-year results announcement, the Board and management considered that this transaction would stabilise the Group’s balance sheet and capital structure

 Post the announcement of the half-year results on 17 February 2012, the Group experienced a further deterioration in trading conditions, in particular in Europe, Australia and Canada with the result that the Board decided it was prudent to take further action to restore the balance sheet. As a result the Group launched an accelerated non-renounceable pro-rata entitlement offer to shareholders to subscribe for 6 new ordinary shares for every 7 existing ordinary shares to raise approximately $225 million with the proceeds to be applied towards partially repaying the amount of outstanding drawn debt. Details of the changes in contributed equity are disclosed in note 29 to the financial statements

 The closure of underperforming company-owned retail stores to yield an improvement in EBITDAI and reduce lease charges

 The implementation of a cost reduction program targeting annualised cost savings of approximately $30 million Other than the above there were no significant changes in the state of affairs of the Group during the financial year. Matters subsequent to the end of the financial year On 20 July 2012 the Group announced the completion of the retail component of the accelerated non-renounceable pro- rata entitlement offer announced on 21 June 2012. The Group received the proceeds for the retail component on 26 July 2012 and applied these proceeds towards the repayment of debt drawn under its financing facilities. On 24 July 2012 the Board received an indicative, non-binding and conditional proposal from TPG International LLC (TPG) to acquire all of the shares in the Company for $1.45 cash per share by way of a scheme of arrangement. This follows an earlier indicative, non-binding and conditional proposal received from TPG in February 2012 for $3.00 cash per share, subsequently increased to $3.30 cash per share. The latest TPG proposal follows a trading update to the market on 21 June 2012 and subsequent entitlement offer to shareholders increasing shares on issue from 255.1 million (in February 2012) to 478.9 million (in July 2012). Discussions between TPG and the Board are continuing and the proposal is subject to due diligence and the satisfaction of a number of other conditions. There is no guarantee that, following the due diligence process, a transaction will be agreed or that the Board will recommend an offer at the current proposed offer price. In fact, the Board does not believe that the proposal reflects the fundamental value of the Group in the context of a change of control transaction. Other than the items mentioned above, there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Group, to affect significantly 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 The Group expects the current challenging trading conditions to continue during 2012-13. Assuming no further deterioration in these trading conditions, 2012-13 EBITDAI is currently expected to be in the range of $100.0 million to $110.0 million in constant currency terms. This compares to proforma 2011-12 EBITDAI of $84.0 million, excluding 100% of Nixon and significant and exceptional items. This result is expected to be driven by:

 The benefits from the previously announced strategic capital structure review  The additional benefits realised under the transformation strategy announced on 27 August 2012  Recognition of the Group’s share of after-tax Nixon associate profits

The Board has not declared a final ordinary dividend for the year ended 30 June 2012 and does not expect to declare an interim ordinary dividend for the half-year ended 31 December 2012. The Board confirms that the dividend policy will be reviewed thereafter. Further information on likely developments in the operations of the Group and the expected results of operations have not been included in this report because the Directors believe it would be likely to result in unreasonable prejudice to the Group. Environmental regulation The Group, while not subject to any significant environmental regulation or mandatory emissions reporting, voluntarily measures its carbon emissions using the National Greenhouse and Energy Reporting Act 2007.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 8

Information on Directors TED KUNKEL (Non-Executive Chairman)

Experience and expertise Previously the President and Chief Executive Officer of Foster’s Group Limited and associated companies. Mr Kunkel has extensive international business experience. Appointed Non-Executive Director on 19 February 2001. Other current directorships None. Former directorships in last 3 years None. Special responsibilities Chairman of the Board and Nominations Committee and member of Human Resource and Remuneration and Audit Committees. Interests in shares and options 116,435 ordinary shares in Billabong International Limited. LAUNA INMAN (Executive Director from 14 May 2012)

Experience and expertise Launa Inman was appointed as Managing Director and Chief Executive Officer effective 14 May 2012. Ms Inman has 32 years of experience in the retail sector and was the managing director of Target Australia, the country’s largest retailer of apparel, from 2005 to 2011. Prior to this she was managing director of Officeworks, Australia’s largest stationery and office technology retailer, and has considerable skills and depth of experience in global retail, supply chain management, finance, strategic planning and brand marketing. Other current directorships Commonwealth Bank of Australia, director since 16 March 2011. Former directorships in last 3 years None. Special responsibilities Managing Director and Chief Executive Officer. Interests in shares and options Nil.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 9

Information on Directors (continued) TONY FROGGATT (Non-Executive Director) Experience and expertise Tony Froggatt was the CEO of Scottish and Newcastle PLC brewing company based in Edinburgh, UK until he retired on 31 October 2007 to return to Australia. He has extensive marketing and distribution knowledge in Australia, Western and Central Europe and Asia particularly in the international food and beverages sectors. Appointed Non-Executive Director on 21 February 2008. Other current directorships Brambles Limited, since 21 August 2006. Coca-Cola Amatil Limited, since 1 December 2010. Former directorships in last 3 years AXA Asia Pacific Holdings Limited from 16 April 2008 to 30 March 2011. National Mutual Life Association of Australasia Ltd from 16 April 2008 to 30 March 2011. Special responsibilities Member of Nominations, Human Resource and Remuneration and Audit Committees. Chairman of Human Resource and Remuneration Committee from 26 October 2011 to 12 April 2012. Interests in shares and options 7,505 ordinary shares in Billabong International Limited. ALLAN MCDONALD (Non-Executive Director)

Experience and expertise Allan McDonald has extensive experience in the investment and commercial banking fields and is presently associated with a number of companies as a consultant and company director. Appointed Non-Executive Director on 4 July 2000. Other current directorships Multiplex SITES Trust (director of responsible entity, Brookfield Funds Management Limited), director since 22 October 2003 and chairman from May 2005. Astro Japan Property Group, stapled securities of Astro Japan Property Group Limited (director) and Astro Japan Property Trust (director of responsible entity, Astro Japan Property Management Limited), director and chairman since 19 February 2005. Brookfield Australian Opportunities Fund, Multiplex European Property Fund and Brookfield Prime Property Fund (director of responsible entity, Brookfield Capital Management Limited) director and chairman since 1 January 2010. Brookfield Office Properties Inc. (dual listed on NYSE and TSX), director since 4 May 2011. Former directorships in last 3 years Ross Human Directions Limited, director and chairman from 3 April 2000 to 14 February 2011. Special responsibilities Chairman of Audit Committee and member of Nominations and Human Resource and Remuneration Committees. Interests in shares and options 218,046 ordinary shares in Billabong International Limited.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 10

Information on Directors (continued) GORDON MERCHANT AM (Non-Executive Director)

Experience and expertise Gordon Merchant founded Billabong’s business in 1973 and has been a major stakeholder in the business since its inception. Mr Merchant has extensive experience in promotion, advertising, sponsorship and design within the surfwear apparel industry. Mr Merchant was awarded a Member of the Order of Australia in the 2010 Australia Day Honours List for service to business, particularly the manufacturing sector, as a supporter of medical, youth and marine conservation organisations, and to surf lifesaving. Appointed Non-Executive Director on 4 July 2000. Other current directorships Plantic Technologies Limited, since 12 April 2005. Former directorships in last 3 years None. Special responsibilities Member of Nominations and Human Resource and Remuneration Committees. Interests in shares and options 69,705,463 ordinary shares in Billabong International Limited. PAUL NAUDE (Executive Director)

Experience and expertise Paul Naude was appointed President of Billabong’s American operations in 1998 and established Billabong USA as a wholly owned activity in North America. Paul was appointed to the expanded role of President of the Americas on 9 May 2012. He has been involved in the surfing industry since 1973 with extensive experience in apparel brand management. Appointed Executive Director on 14 November 2002. Other current directorships None. Former directorships in last 3 years None. Special responsibilities President, Americas. Interests in shares and options 1,045,988 ordinary shares in Billabong International Limited. 282,598 share rights in Billabong International Limited. 524,170 options in Billabong International Limited.

 

 

Directors’ report : :

 

Billabong International Limited 2011-12 Full Financial Report Page 11

Information on Directors (continued) COLETTE PAULL (Non-Executive Director)

Experience and expertise Colette Paull was one of the earliest employees of the Billabong business in 1973. Since that time, Ms Paull has been broadly involved in the development of Billabong’s business from its initial growth within Australia to its expansion as a global brand. Ms Paull previously held the position of Company Secretary until 1 October 1999. Appointed Non-Executive Director on 4 July 2000. Other current directorships Plantic Technologies Limited, since 7 December 2010. Former directorships in last 3 years None. Special responsibilities Member of Nominations and Human Resource and Remuneration Committees. Interests in shares and options 2,973,289 ordinary shares in Billabong International Limited. SALLY PITKIN (Non-Executive Director from 28 February 2012)

Experience and expertise Sally Pitkin is a former corporate partner of a leading Australian law firm and has extensive experience in listed companies, public sector bodies and specialist fields including corporate governance and structural reform. Ms Pitkin is a Councillor of the Australian Institute of Company Directors (Queensland Council). Appointed Non-Executive Director on 28 February 2012. Other current directorships Super Retail Group Limited, director since 1 July 2010. Former directorships in last 3 years Aristocrat Leisure Limited, director from 20 June 2005 to 3 May 2011. Special responsibilities Chairman of Human Resource and Remuneration Committee (from 13 April 2012) and member of Audit and Nominations Committees. Interests in shares and options Nil. DEREK O’NEILL (Executive Director until 12 May 2012)