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Preliminary Final Report

20 Dec 2016 07:00

RNS Number : 3005S
eServGlobal Limited
20 December 2016
 

 

 

 

Appendix 4E

 

 

Preliminary Final Report

 

for the year ended 31 October 2016

 

 

 

 

 

eServGlobal Limited

ABN 59 052 947 743

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1. Reporting Period

 

Current reporting period : Financial year ended 31 October 2016

 

Previous reporting period : Financial year ended 31 October 2015

 

 

2. Results (unaudited) for announcement to the market

 

Results

A$ '000

 

 

 

Revenue

 

Down

16.6%

to

21,577

Loss after tax

Down

32.8%

to

(21,742)

Loss after tax attributable to members

Down

32.6%

to

(21,938)

 

 

Dividends (distributions)

Amount per security

Franked amount per security

Current period

Interim dividend

Final dividend

 

 

Nil ¢

Nil ¢

 

0%

0%

 

Previous corresponding period

Interim dividend

Final dividend

 

 

Nil ¢

Nil ¢

 

 

0%

0%

Record date for determining entitlements to the dividend.

N/A

 

Brief explanation of the figures above

 

The consolidated entity achieved sales revenue for the year of $21.6 million (2015: $25.9 million).

 

Earnings before interest, tax, depreciation and amortisation and goodwill impairment ("EBITDA") was a loss of $11.0 million, inclusive of foreign exchange gains of $3.6 million (2015: EBITDA loss of $22.9 million inclusive of foreign exchange gains of $0.9 million).

 

The net result of the consolidated entity for the year to 31 October 2016 was a loss after tax and minority interest for the year of $21.7 million (2015: loss after tax and minority interest of $32.4 million). Included in this result was an income tax expense of $0.6 million (2015: income tax expense of $2.1 million). Loss per share was 6.0 cents (2015: loss per share 12.3 cents).

 

The operating cash flow for the year was a net outflow of $12.0 million (2015: net outflow $15.7 million). Total cash flow for the period was a net inflow of $5.5 million inclusive of net proceeds from the issue of shares of $18.3 million and proceeds from borrowings of $6.8 million, offset by payment of debt restructuring costs of $3.3 million and repayment of borrowings of $4 million (2015: net inflow of $1.0 million inclusive of net proceeds from the issue of shares of $5.5m and proceeds from borrowings of $15.5m). Cash at 31 October 2016 was $9.4 million.

 

 

Subsequent Events

 

There has not been any matter or circumstance that has arisen since the end of the financial year that has 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.

3. Consolidated statement of profit or loss and other comprehensive income

 

 

 

Note

Year Ended

31 Oct 2016

$'000

Year Ended

31 Oct 2015

$'000

Revenue

21,577

25,866

Cost of sales

(15,490)

(20,608)

Gross profit

6,087

5,258

Fair value gain on derivative financial liability

-

1,280

Foreign exchange gain

3,621

883

Research and development expenses

(1,284)

(931)

Sales and marketing expenses

(5,612)

(7,008)

Administration expenses

(9,148)

(18,522)

Share of loss of associate

(4,638)

(3,831)

Earnings before interest, tax,depreciation, amortisation and goodwill impairment

(10,974)

(22,871)

Amortisation expense

(2,970)

(1,883)

Depreciation expense

(87)

(137)

Impairment of goodwill

-

(4,002)

Earnings before interest and tax

(14,031)

(28,893)

 

Finance cost

6

(7,115)

(1,356)

Loss before tax

(21,146)

(30,249)

Income tax expense

(596)

(2,125)

Loss for the year

(21,742)

(32,374)

Other comprehensive income/(loss)

Items that may be reclassified subsequently to profit or loss:

Exchange differences arising on the translation of foreign operations (nil tax impact)

(2,910)

4,297

Total comprehensive (loss)/income for the year

(24,652)

(28,077)

Loss attributable to:

Equity holders of the parent

(21,938)

(32,540)

Non-controlling interest

196

166

(21,742)

(32,374)

Total comprehensive (loss)/income attributable to:

Equity holders of the parent

(24,813)

(28,265)

Non-controlling interest

161

188

(24,652)

(28,077)

Loss per share:

Basic (cents per share)

(6.0)

(12.3)

Diluted (cents per share)

(6.0)

(12.3)

 

4. Consolidated statement of financial position

 

Note

31 Oct 2016

$'000

31 Oct 2015

$'000

Current Assets

Cash and cash equivalents

7

9,375

4,976

Trade receivables and work in progress

8

14,939

21,586

Other current assets

9(a)

3,037

8,160

Inventories

72

66

Current tax assets

817

107

Total Current Assets

28,240

34,895

Non-Current Assets

Investment in associate

13

24,986

31,473

Property, plant and equipment

32

84

Trade receivables

8

1,596

-

Deferred tax assets

1,062

976

Other intangible assets - capitalised software development

5,598

6,939

Other non-current assets

9(b)

-

3,456

Total Non-Current Assets

33,274

42,928

Total Assets

61,514

77,823

Current Liabilities

Trade and other payables

11

11,488

19,619

Borrowings

12

-

3,000

Current tax payables

280

235

Provisions

1,009

1,380

Deferred revenue

1,692

1,286

Total Current Liabilities

14,469

25,520

Non-Current Liabilities

Borrowings

12

11,759

16,531

Other financial liabilities

10

-

2,058

Provisions

890

943

Total Non-Current Liabilities

12,649

19,532

Total Liabilities

27,118

45,052

Net Assets

34,396

32,771

 

Equity

Issued capital

5

142,276

116,074

Reserves

5

(2,626)

174

Accumulated Losses

(105,827)

(83,889)

Parent entity interest

33,823

32,359

Non-controlling interest

573

412

Total Equity

34,396

32,771

 

 

 

 

5. Consolidated statement of changes in equity

 

Issued Capital $'000

Foreign Currency Translation Reserve

$'000

Share Based Payments Reserve

$'000

 Accumu-lated Losses $'000

Attributable to owners of the parent

$'000

Non-controlling Interest

$'000

Total $'000

Balance at 1 November 2015

116,074

(2,791)

2,965

(83,889)

32,359

412

32,771

(Loss)/Profit for the year

-

-

-

(21,938)

(21,938)

196

(21,742)

Exchange differences arising on translation of foreign operations

-

(2,875)

-

-

(2,875)

(35)

(2,910)

Total comprehensive loss for the year (net of tax)

-

(2,875)

-

(21,938)

(24,813)

161

(24,652)

Issue of new shares (Note 5.1)

26,202

-

-

-

26,202

-

26,202

Equity settled payments

-

-

75

-

75

-

75

Balance at 31 October 2016

142,276

(5,666)

3,040

(105,827)

33,823

573

34,396

Balance at 1 November 2014

110,574

(7,066)

2,911

(51,349)

55,070

224

55,294

(Loss)/Profit for the year

-

-

-

(32,540)

(32,540)

166

(32,374)

Exchange differences arising on translation of foreign operations

-

4,275

-

-

4,275

22

4,297

Total comprehensive loss for the year (net of tax)

-

4,275

-

(32,540)

(28,265)

188

(28,077)

Issue of new shares (Note 5.1)

5,500

-

-

-

5,500

-

5,500

Equity settled payments

-

-

54

-

54

-

54

Balance at 31 October 2015

116,074

(2,791)

2,965

(83,889)

32,359

412

32,771

5.1 Issue of new shares

 

During the current year, the company issued a total of 374,409,944 shares (2015: 10,000,000), for proceeds of $26.202 million net of expenses (2015: $5.5 million). The shares were issued through private placement and open offer (non-renounceable rights issue) to shareholders as permitted under Australian and UK law at the issue price of $0.08 (4 pence) per share.

Reconciliation of new shares issued:

31 October 2016

$'000

 

Gross cash proceeds from issue of shares

19,609

Borrowings converted to equity (i)

7,940

27,549

Less: Share issue costs

(1,347)

Net proceeds of share capital issued

26,202

 

(i) 110,141,050 shares were issued at 4 pence to the lenders Alphagen Volantis Fund Limited and Alphagen Volantis Catalyst Fund Limited as part of the debt restructure. Total of $7.94 million of the existing loan was converted to equity. Refer Note 12 for details on debt restructure.

 

 

6. Finance Costs

 

 

Year Ended 31 Oct 2016 $'000

Year Ended 31 Oct 2015 $'000

Bank borrowings - interest

90

214

Other entities - interest

124

164

Shareholder loans:

 

- Interest

1,781

617

- Amortisation of establishment costs and premium

413

225

- Amortisation of prepaid share option cost associated with the loan

453

136

- Debt restructure fees

3,250

-

- Loss on extinguishment of borrowings

1,004

-

 

 

7,115

1,356

 

 

 

 

 

 

7. Consolidated statement of cash flows

 

Year Ended

31 Oct 2016

$'000

Year Ended

31 Oct 2015

$'000

Cash Flows from Operating Activities

Receipts from customers

18,320

21,244

Payments to suppliers and employees

(29,470)

(33,374)

Refund of research & development tax credits

438

-

Interest and other finance cost paid

(175)

(426)

Income tax paid

(1,159)

(3,148)

Net cash used in operating activities

(12,046)

(15,704)

Cash Flows From Investing Activities

Escrow proceeds from HomeSend business divestment

5,133

-

Investment in HomeSend joint venture company

(3,905)

(1,350)

Payment for property, plant and equipment

(35)

(163)

Software development costs

(1,548)

(2,758)

Net cash used in investing activities

(355)

(4,271)

Cash Flows From Financing Activities

Proceeds from issue of shares

19,609

5,788

Payment for share issue costs

(1,347)

(288)

Payment of debt restructuring costs

(3,250)

-

Proceeds from borrowings

6,834

15,457

Repayment of borrowings

(3,980)

-

Net cash provided by financing activities

17,866

20,957

Net increase in Cash and Cash Equivalents

5,465

982

Cash At The Beginning Of The Year

4,976

3,679

Effects of exchange rate changes on the balance of cash held in foreign currencies

(1,066)

315

Cash and Cash Equivalents At The End Of The Year

9,375

4,976

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7.1 Notes to the consolidated statement of cash flows

 

31 Oct 2016$'000

31 Oct 2015$'000

 

a) Reconciliation of cash

 

Cash and cash equivalents

9,375

4,976

 

Year Ended

31 Oct 2016

$'000

Year Ended

31 Oct 2015

$'000

b) Reconciliation of loss for the year to net cash flows from operating activities

Loss for the year

(21,742)

(32,374)

Depreciation of non-current assets

87

137

Amortisation of non-current assets

2,969

1,883

Foreign exchange (gain)/loss, including changes in foreign currency net assets and liabilities

(4,020)

370

Equity settled share-based payments

75

54

Non-cash finance cost

3,651

977

Non-operating finance cost

3,250

-

Share of loss of associate

4,638

3,831

Fair value gain on derivative financial liability

-

(1,280)

(Increase)/decrease in current income tax balances

(666)

(1,798)

(Increase)/decrease in deferred tax balances

(86)

726

Impairment of goodwill

-

4,002

Impairment loss recognised on trade receivables and work in progress

(377)

7,193

Changes in net assets and liabilities:

(Increase)/decrease in assets:

- Trade receivables, work in progress and other assets

1,938

(4,825)

- Inventories

(6)

106

Increase/(decrease) in liabilities:

- Trade and other payables

(1,792)

4,840

- Provisions

(371)

284

- Other liabilities

406

170

 

Net cash used in operating activities

(12,046)

(15,704)

 

 

 

 

 

 

 

8. Trade receivables and work in progress

 

31 October 2016

$'000

31 October 2015

$'000

(a) Current trade receivables and work in progress

Trade receivables

8,715

17,029

Less : Allowance for doubtful debts

(3,733)

(5,514)

 

4,982

11,515

 

 

 

Work in progress

14,723

13,433

Less : Allowance for non-recoverability and losses

(4,766)

(3,362)

 

9,957

10,071

 

 

 

 

14,939

21,586

(b) Non-current trade receivables

 

 

Trade receivables

1,596

-

 

 

9. Other assets

31 October 2016

$'000

31 October 2015

$'000

(a) Current

Deferred sales proceeds held in escrow account (i)

-

5,343

Prepayments

1,149

1,117

Deposits and other current assets

1,888

1,700

 

3,037

8,160

 

(b) Non-current

Unamortised loan facility cost (ii)

-

3,456

 

-

3,456

 

 

(i) Escrow funds were released on 3 April 2016.

 

(ii) Unamortised loan facility cost as at 31 October 2015 included loan establishment cost (net of amortisation) of $0.334 million and fair value of share options issued associated with the loan (net of amortisation) of $3.122 million. On 6 June 2016, the terms of the existing loan were substantially modified under a Deed of Debt and Capital Restructure ("Deed") between the Company and its lenders Alphagen Volantis Fund Limited and Alphagen Volantis Catalyst Fund Limited. Under the terms of the Deed the existing loans were replaced by a new loan facility and the share options associated with the existing loans were cancelled. Refer Note 12 for details.

 

The total unamortised facility costs have been written off as a result of the extinguishment and derecognition of the existing loan.

 

 

10. Other financial liabilities

 

Derivative financial liability of $2.058 million in the prior year in relation to the fair value of options granted by the Company in connection with the shareholder loans from Alphagen Volantis Fund Limited and Alphagen Volantis Catalyst Fund Limited were derecognised upon the cancellation of the options as part of the loan restructure on 6 June 2016. Refer Note 12 for details.

 

11. Trade and other payables

31 October 2016

$'000

31 October 2015

$'000

Trade payables

1,768

5,108

Balance due on partly paid shares subscribed in associate company (i)

-

4,059

Accruals and other payables

9,720

10,452

 

11,488

19,619

 

(i) The balance due on the partly paid shares in the HomeSend joint venture company of 2.625 million Euros ($4.059 million) was paid on 3 April 2016.

 

 

 

12. Borrowings

31 October 2016

$'000

31 October 2015

$'000

 

Interest bearing secured loans

 

 

 

Current (i)

-

3,000

 

Non-current (ii)

11,759

16,531

 

 

11,759

19,531

 

 

(i) The National Australia Bank loan of $3 million was repaid in full on 23 March 2016.

 

(ii) On 6 June 2016, the Company entered into a Deed of Debt and Capital Restructure ("Deed") with its lenders Alphagen Volantis Fund Limited and Alphagen Volantis Catalyst Fund Limited. Under the terms of the Deed, the existing loan facility was replaced by a new loan of $11.2 million (GBP 7 million) accruing compound interest of 1% per month. Total of $7.94 million (GBP 4.4 million) of the existing loan was converted to equity and a total 47,866,107 share options associated with the existing loans were cancelled by the lenders. Debt restructure fee of $3.25 million (GBP 1.8 million) was paid to the lenders. The new loan including accrued interest is due for repayment in June 2019.

 

 

 

 

 

 

 

13. Investment in associate

 

Details of the material investment in associate at the end of the reporting period are as follows:

 

Name of associate

Principal activity

Place of incorporation and principal place of business

Proportion of ownership interest and voting rights held by the Group

31 October 2016

31 October 2015

Homesend SCRL (i)

Provision of international mobile money services

Brussels, Belgium

35%

35%

 

(i) HomeSend SCRL was formed on 3 April 2014. The directors have determined that the Group exercises significant influence over HomeSend SCRL by virtue of its 35% voting power in shareholders meetings and its contractual right to appoint two out of six directors to the board of directors of that company. The associate is accounted for using the equity method.

 

 

 

14. Net Tangible Assets per security

 

 

31 October 2016

 

31 October 2015

Net tangible assets per security

4.5 cents

10 cents

 

 

 

15. Dividends

 

Amount

Amount per security

Franked amount per security at 30% tax

Amount per security of foreign source dividend

Date paid/ payable

 

Interim dividend: Current year

 

Nil

 

N/A

 

N/A

 

N/A

 

N/A

 

Previous year

 

Nil

 

N/A

 

N/A

 

N/A

 

N/A

 

Final dividend: Current year

 

Nil

 

N/A

 

N/A

 

N/A

 

N/A

 

Previous year

 

Nil

 

N/A

 

N/A

 

N/A

 

N/A

 

There are no Dividend Reinvestment Plans.

 

 

 

 

 

 

 

16. Control gained over entities

 

N/A

 

 

16.1 Loss of control over entities

 

N/A

 

 

17. Subsequent Events

 

There has not been any matter or circumstance that has arisen since the end of the financial year that has 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.

 

 

18. Commentary on Results for the Period

 

Refer to the explanation of results in Section 2.

 

 

19. Accounts

 

This report is based on accounts which are in the process of being audited.

 

 

 

 

 

 

 

 

 

 

Director

 

 

Print name: JOHN CONOLEY Date: 20 December 2016

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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