TIDMESG
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 Franked amount
security per security
----------------------
Current period
Interim dividend Nil c 0%
Final dividend Nil c 0%
--------------------------------- ------------ ----------------------
Previous corresponding period
Interim dividend Nil c 0%
Final dividend Nil c 0%
--------------------------------- ------------ ----------------------
Record date for determining N/A
entitlements to the dividend.
------------------------------------
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
Year Ended Year Ended
31 Oct
2016 31 Oct 2015
Note $'000 $'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
31 Oct 2016 31 Oct 2015
Note $'000 $'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
Foreign Share Attributable
Currency Based to owners
Issued Translation Payments Accumu-lated of the Non-controlling
Capital Reserve Reserve Losses parent Interest Total
$'000 $'000 $'000 $'000 $'000 $'000 $'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.
31 October
Reconciliation of new shares issued: 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 Year Ended
31 Oct 31 Oct
2016 $'000 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 Year Ended
31 Oct 2016 31 Oct 2015
$'000 $'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 31 Oct
2016 2015
$'000 $'000
a) Reconciliation of
cash
Cash and cash equivalents 9,375 4,976
---------- ---------
Year Ended Year Ended
31 Oct 31 Oct
2016 2015
$'000 $'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 31 October
2016 2015
$'000 $'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 31 October
2016 2015
$'000 $'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 31 October
2016 2015
$'000 $'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 31 October
2016 2015
$'000 $'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 Principal Place of Proportion of ownership
of associate activity incorporation interest and voting
and principal rights held by the
place of Group
business
--------------- ------------------- ---------------- --------------------------
31 October 31 October
2016 2015
--------------- ------------------- ---------------- ------------ ------------
Provision
Homesend of international
SCRL mobile money Brussels,
(i) services 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 31 October
2016 2015
Net tangible assets 4.5 cents 10 cents
per security
-------------------- ----------- -----------
15. Dividends
Amount Amount Franked Amount Date
per amount per security paid/
security per security of foreign payable
at 30% source
tax dividend
---------
Interim dividend: Nil N/A N/A N/A N/A
Current year
Previous year Nil N/A N/A N/A N/A
---------
Final dividend: Nil N/A N/A N/A N/A
Current year
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
FR FEESESFMSEDE
(END) Dow Jones Newswires
December 20, 2016 02:00 ET (07:00 GMT)
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