TIDMWJA

RNS Number : 5380X

Wameja Limited

01 September 2020

Appendix 4D

Wameja Limited

ABN 59 052 947 743

Half-year report and appendix 4D for the half-year ended 30 June 2020

The half-year financial report does not include notes of the type normally included in an annual financial report and should be read in conjunction with the 31 December 2019 financial report.

Half-year report & Appendix 4D for the half year ended

30 June 2020

Contents

 
 Results for announcement to the market                          1 
 Directors' report                                               2 
 Auditor's independence declaration                              5 
 Independent review report                                       6 
 Directors' declaration                                          8 
 Condensed consolidated statement of profit or loss and other 
  comprehensive income                                           9 
 Condensed consolidated statement of financial position          10 
 Condensed consolidated statement of changes in equity           11 
 Condensed consolidated statement of cash flows                  12 
 Notes to the condensed consolidated financial statements        13 
 

Results for announcement to the market

 
 Results                                                                                         A$ '000 
 
   Loss after tax from ordinary activities 
   attributable to members                      down                             70%         to    3,205 
 Loss after tax attributable to members       down                               70%       to      3,205 
-------------------------------------------  ----------------------  ---------------  ---------  ------- 
 Dividends (distributions)                                                Amount per      Franked amount 
                                                                            security                 per 
                                                                                                security 
                                             ---------------------------------------  ------------------ 
 Current period 
  Interim dividend declared Final dividend 
   paid                                                                  Nil c Nil c                  0% 
                                                                                                      0% 
 -----------------------------------------------------------------------------------  ------------------ 
 Previous corresponding period (i) 
  Interim dividend declared Final dividend 
   paid                                                                  Nil c Nil c                  0% 
                                                                                                      0% 
 -----------------------------------------------------------------------------------  ------------------ 
 
 Record date for determining entitlements     N/A 
  to the dividend. 
 
 

Brief explanation of Key Information and Dividends

The Company is partnering with Mastercard to build the HomeSend global payments hub. HomeSend enables cross-border transfer between bank accounts, cards, mobile wallets, or cash outlets from anywhere in the world. As a founding partner in the HomeSend hub, Wameja helped conceive and bring the opportunity to market. HomeSend is a joint venture of Wameja (35.68%) and Mastercard (64.32%).

The net result of the consolidated entity from continuing and discontinuing operations for the half year ended 30 June 2020 was a loss after tax and minority interest for the period of $3.205 million (2019:

$10.434 million loss). Loss per share was 0.3 cents (2019: loss per share 0.9 cents).

During the period, there was a net cash outflow of $6.331 million primarily resulting from a net outflow from investing activities (mainly in relation to investment and advances to HomeSend) of $6.090 million. Cash at 30 June 2020 was $5.305 million.

Directors' report

The Directors of Wameja Limited (the Company) submit herewith the financial report of Wameja Limited and its controlled entities (the Group) for the half-year ended 30 June 2020. In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:

Directors

The names of the Directors who held office during or since the end of the half year are:

   John Conoley                Non-executive Chairman 

James Brooke Non-executive Director Stephen Baldwin Non-executive Director

James Hume                                    Non-executive Director 
   Thomas Rowe               Company Secretary and non-executive Director 

Review of Operations

This report is to be read in conjunction with other reports issued contemporaneously.

Wameja Limited is a public company listed on the Australian Securities Exchange (ASX:WJA) and the London Stock Exchange (AIM) (LSE:WJA).

The Company is partnering with Mastercard to build the HomeSend global payments hub. HomeSend enables cross-border transfer between bank accounts, cards, mobile wallets, or cash outlets from anywhere in the world. As a founding partner in the HomeSend hub, Wameja helped conceive and bring the opportunity to market. HomeSend is a joint venture of Wameja (35.68%) and Mastercard (64.32%).

The net result of the consolidated entity from continuing and discontinued operations for the half year ended 30 June 2020 was a loss after tax and minority interest of $3.205 million (2019: $10.434 million loss). Loss per share was 0.3 cents (2019: loss per share 0.9 cents).

During the period, there was a net cash outflow of $6.331 million primarily resulting from a net outflow from investing activities (mainly in relation to investment and advances to HomeSend) of $5.954 million. Cash at 30 June 2020 was $5.305 million.

Subsequent events

(a) Repayment of HomeSend Liquidity Facility

The current loan facility agreement ("the Facility") provided by the Company to HomeSend had been extended from 31 March 2020 to 15 August 2020. The Facility was repaid in full on 12 August 2020.

(b) COVID-19

The outbreak of COVID-19 and the subsequent quarantine measures imposed by the Australian and other governments as well as the travel and trade restrictions imposed by Australia and other countries in early 2020 and since, have caused disruption to businesses and economic activity globally.

As the situation remains fluid (due to evolving changes in government policy and business and customer reactions thereto) as at the date these financial statements are authorised for issue, the directors of the Company considered that the financial effects of COVID-19 on the Group's consolidated financial statements cannot be reasonably estimated for future financial periods. This includes the Group's investment in the HomeSend associate.

Based on the information available to the directors as at the date of this report, there are no significant factors identified which would impact on the carrying value of the Group's investment in associate due to COVID-19. However, the directors consider that prolonged general economic impacts arising from COVID- 19 may have a negative impact on the operations of the Group's associate. This in turn may impact the recoverability of the Group's carrying value of the investment in associate going forward.

No other matter or circumstance has occurred subsequent to year end that has significantly affected, or may significantly affect, the operations of the Company, the results of those operations or the state of affairs of the entity in subsequent financial years.

Directors' report

Subsequent events (continued)

(c) Warranty claim

On 3 July 2020, the company received notification of a purported warranty claim from Seamless Distribution Systems AB in relation to a French employee of eServGlobal SAS whose employment was terminated subsequent to completion of the sale of eServGlobal Holdings SAS to Seamless Distribution Systems AB. The notification seeks to claim EUR519,967 ($843,007) under the warranties contained within the sale and purchase agreement for the sale of eServGlobal Holdings SAS ("the SPA"), being the amount including taxes, that the employee is seeking from eServGlobal SAS for compensation for loss of employment.

The Directors consider the purported warranty claim to be without merit and have advised Seamless Distribution Systems AB as such, and rejected the suggestion that the liability to the employee is subject to the warranties in the SPA. The purported warranty claim has been disclosed in the half year financial report due to the requirements of AASB 137 'Provisions, Contingent Liabilities and Contingent Assets'.

Future developments

To the extent that the disclosure of information regarding likely developments in the operations of the Group in future financial years, and the expected results of those operations is likely to result in unreasonable prejudice to the consolidated entity, such information has not been disclosed in this report.

Environmental regulations

The consolidated entity operates primarily within the technology and telecommunication sector and conducts its business activities with respect for the environment while continuing to meet the expectations of shareholders, customers, employees and suppliers.

During the year under review, the Directors are not aware of any particular or significant environmental issues which have been raised in relation to the consolidated entity's operations.

Dividends

No dividends were declared or paid during this half year (2019: nil).

Share Options

Wameja Limited Executive and Employee Share Option Plan

The Company has an ownership-based remuneration scheme for executive directors, key management personnel and employees. In accordance with the provisions of the scheme, executive directors and employees may be granted options to acquire ordinary shares in the Company. The exercise of any share options is not dependent on any performance criteria, however, is dependent on a period of service relative to the vesting dates.

Wameja Limited Performance Options

In addition to the Executive and Employee share options, the Company had issued Performance Options to executive directors and key management personnel. The exercise of the Performance Options is subject to performance criteria for vesting and the exercise price is GBP0.09 ($0.16).

Share options granted to directors and senior management

During this half year and up to the date of this report the Company did not grant additional shares or options.

Directors' report

Details of unissued shares under option as at the date of this report are:

 
                              Number of shares 
  Issuing Entity               under option        Class of     Exercise price        Expiry date of 
                                                   shares       of option             options 
Wameja Limited 2,350,000 Ordinary $0.21 14 Mar 2021 
Wameja Limited 5,225,000 Ordinary $0.21 08 Aug 2021 
Wameja Limited 6,000,000 Ordinary $0.21 13 Mar 2022 
Wameja Limited 4,000,000 Ordinary $0.21 24 Nov 2022 
Wameja Limited 20,000,000 Ordinary $0.16 31 Oct 2022 
 

During the financial year and up to the date of this report, there were no options exercised, expired or lapsed during the year.

Auditor's Independence Declaration

The lead auditor's independence declaration under s 307C of the Corporations Act 2001 is set out on page 5 for the half-year ended 30 June 2020.

Rounding of Amounts

The Consolidated Group has applied the relief available to it in ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191 and accordingly certain amounts in the financial report and the directors' report have been rounded off to the nearest $1,000.

John Conoley

Non-executive Chairman London, 31 August 2020

Deloitte Touche Tohmatsu ABN 74 490 121 060

Grosvenor Place 225 George Street

Sydney, NSW, 2000 Australia

Phone: +61 2 9322 7000

www.deloitte.com.au

The Board of Directors Wameja Limited

c/- Simpsons Solicitors Level 2, Pier 8/9

23 Hickson Road Millers Point NSW 2000

31 August 2020

Dear Board Members

Wameja Limited

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Wameja Limited.

As lead audit partner for the review of the financial statements of Wameja Limited for the half year ended 30 June 2020, I declare that to the best of my knowledge and belief, there have been no contraventions of:

(i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

   (ii)        any applicable code of professional conduct in relation to the review. 

Yours sincerely

DELOITTE TOUCHE TOHMATSU

John Bresolin Partner

Chartered Accountants

Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited ("DTTL"), its global network of member firms, and their related entities (collectively, the "Deloitte organisation"). DTTL (also referred to as "Deloitte Global") and each of its member firms and related entities are legally separate and independent entities, which cannot obligate or bind each other in respect of third parties. DTTL and each DTTL member firm and related entity is liable only for its own acts and omissions, and not those of each other. DTTL does not provide services to clients. Please see www.deloitte.com/about to learn more.

Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Asia Pacific Limited and the Deloitte organisation.

Deloitte Touche Tohmatsu ABN 74 490 121 060

Grosvenor Place 225 George Street

Sydney, NSW, 2000 Australia

Phone: +61 2 9322 7000

www.deloitte.com.au

Independent Auditor's Review Report to the Members of Wameja Limited

We have reviewed the accompanying half-year financial report of Wameja Limited, which comprises the condensed consolidated statement of financial position as at 30 June 2020, the condensed consolidated statement of profit or loss and other comprehensive income, the condensed consolidated statement of cash flows and the condensed consolidated statement of changes in equity for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the end of the half-year or from time to time during the half-year.

Directors' Responsibility for the Half-Year Financial Report

The directors of the company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity's financial position as at 30 June 2020 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Wameja Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Auditor's Independence Declaration

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of Wameja Limited, would be in the same terms if given to the directors as at the time of this auditor's review report.

Liability limited by a scheme approved under Professional Standards Legislation.

Member of Deloitte Asia Pacific Limited and the Deloitte organisation. 6

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Wameja Limited is not in accordance with the Corporations Act 2001, including:

(a) Giving a true and fair view of the consolidated entity's financial position as at 30 June 2020 and of its performance for the half-year; and

(b) Complying with the Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

DELOITTE TOUCHE TOHMATSU

John Bresolin Partner

Chartered Accountants Sydney, 31 August 2020

7

Directors' declaration

In accordance with a resolution of the directors of Wameja Limited, the directors of the Entity declare that:

 
   1.    the financial statements and notes thereto, are in accordance 
          with the Corporations Act 2001, including: 
    a.   complying with Accounting Standard AASB 134: Interim Financial 
          Reporting; and 
 
    b.     give a true and fair view of the financial position as 
           at 30 June 2020 and of the performance for the half year 
           ended on that date of the Consolidated Group; 
   2.    in the directors' opinion 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 
   At the date of this declaration, there are reasonable grounds 
    to believe that the companies which are party to this deed of 
    cross guarantee will be able to meet any obligations or liabilities 
    to which they are, or may become, subject to by virtue of the 
    deed. 
 

On behalf of the Directors

John Conoley

Non-executive Chairman London 31 August 2020

Wameja Limited Half Year Report 30 June 2020 8

Condensed consolidated statement of profit or loss and other comprehensive income for the half-year ended 30 June 2020

 
                                                                                                          Consolidated 
                                                                               Half-Year                     Half-Year 
                                                                           Ended 30 June                 Ended 30 June 
                                                                                    2020                          2019 
                                                                                   $'000                         $'000 
                                                      Note 
   Continuing operations 
   Finance and other costs                                                          (17)                             - 
   Foreign exchange gain/ (loss)                                                     660                         (163) 
   Administration expenses                                                         (659)                       (1,970) 
   Restructure and transaction related costs                                           -                       (1,413) 
   Share of profit/(loss) of associate                 7                         (3,189)                       (3,221) 
                                                            ----------------------------  ---------------------------- 
   Loss before tax                                                               (3,205)                       (6,767) 
   Income tax expense                                                                  -                           (3) 
                                                            ----------------------------  ---------------------------- 
   Loss for the period from continuing operations                                (3,205)                       (6,770) 
                                                            ----------------------------  ---------------------------- 
 
     Discontinued operations 
                                                            ----------------------------  ---------------------------- 
   Loss for the period from discontinued 
    operations                                                                         -                       (3,531) 
                                                            ----------------------------  ---------------------------- 
 
     Loss for the period                                                         (3,205)                      (10,301) 
                                                            ----------------------------  ---------------------------- 
   Other comprehensive income, net of tax 
   Items that may be reclassified subsequently 
    to profit or loss 
    Exchange differences arising on the translation 
    of foreign operations (nil tax impact)                                           116                         (513) 
                                                            ----------------------------  ---------------------------- 
   Total comprehensive income for the period                                     (3,089)                      (10,814) 
                                                            ============================  ============================ 
   Loss attributable to: 
   Equity holders of the parent                                                  (3,205)                      (10,434) 
   Non-controlling interest                                                            -                           133 
                                                            ----------------------------  ---------------------------- 
                                                                                 (3,205)                      (10,301) 
                                                            ============================  ============================ 
 
     Total comprehensive income attributable 
     to: 
   Equity holders of the parent                                                  (3,205)                      (10,947) 
   Non-controlling interest                                                            -                           133 
                                                            ----------------------------  ---------------------------- 
                                                                                 (3,205)                      (10,814) 
                                                            ============================  ============================ 
   Earnings/(Loss) per share: 
   From continuing and discontinuing operations 
   - Basic (cents per share)                                                       (0.3)                         (0.9) 
   - Diluted (cents per share)                                                     (0.3)                         (0.9) 
   From continuing operations 
   - Basic (cents per share)                                                       (0.3)                         (0.6) 
   - Diluted (cents per share)                                                     (0.3)                         (0.6) 
 

Notes to the Financial Statements are included on pages 13 to 16

Condensed consolidated statement of financial position as at 30 June 2020

 
                                                            Consolidated 
                                          30 June 2020  31 December 2019 
                                    Note         $'000             $'000 
   Current Assets 
   Cash and cash equivalents                     5,305            11,636 
   Other financial assets              8         4,103             4,239 
                                          ------------  ---------------- 
 
     Total Current Assets                        9,408            15,875 
   Non-Current Assets 
   Investment in associates            7        28,777            25,463 
                                          ------------  ---------------- 
 
     Total Non-Current Assets                   28,777            25,463 
                                          ------------  ---------------- 
 
     Total Assets                               38,185            41,338 
                                          ------------  ---------------- 
 
     Current Liabilities 
   Trade and other payables            9           127               271 
                                          ------------  ---------------- 
 
     Total Current Liabilities                     127               271 
                                          ------------  ---------------- 
 
     Non-Current Liabilities 
   Provisions                                        -                 - 
                                          ------------  ---------------- 
 
     Total Liabilities                             127               271 
                                          ------------  ---------------- 
 
     Net Assets                                 38,058            41,067 
                                          ============  ================ 
 
     Equity 
   Issued capital                      4       212,326           212,326 
   Reserves                            5         5,118             4,922 
   Accumulated losses                 10     (179,386)         (176,181) 
                                          ------------  ---------------- 
   Equity attributable to owners 
    of the parent                               38,058            41,067 
   Non-controlling interest                          -                 - 
                                          ------------  ---------------- 
   Total Equity                                 38,058            41,067 
                                          ============  ================ 
 

Notes to the Financial Statements are included on pages 13 to 16

Condensed consolidated statement of changes in equity for the half-year ended 30 June 2020

 
                                    Foreign         Equity- 
                                   Currency         settled                          Attributable          Non 
                         Issued   Translation       benefits    Accumulated          to owners         controlling 
                        Capital     Reserve         Reserve       Losses             of the             Interest          Total 
                          $'000      $'000          $'000          $'000             parent               $'000           $'000 
                                                                                     $'000 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Consolidated 
   Balance at 1 
    January 
    2020                212,326           879          4,043      (176,181)                41,067                -       41,067 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Loss for the 
    period                    -             -              -        (3,205)               (3,205)                -      (3,205) 
   Exchange 
    differences 
    arising on 
    translation 
    of foreign 
    operations                -           116              -              -                   116                -          116 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Total 
    comprehensive 
    income/(loss) 
    for 
    the period                -           116              -        (3,205)               (3,089)                -      (3,089) 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Payment of                 -             -              -              -                     -                -            - 
   dividends 
   Equity settled 
    payments                  -             -             80              -                    80                -           80 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Balance at 30 
    June 
    2020                212,326           995          4,123      (179,386)                38,058                -       38,058 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
 
 
     Balance at 1 
     January 
     2019               212,326         1,905          3,748      (162,991)                54,988              120       55,108 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Loss for the 
    period                    -             -              -       (10,434)              (10,434)              133     (10,301) 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Exchange 
    differences 
    arising on 
    translation 
    of foreign 
    operations                -         (513)              -              -                 (513)                -        (513) 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Total 
    comprehensive 
    income/(loss) 
    for 
    the period                -         (513)              -       (10,434)              (10,947)              133     (10,814) 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Payment of 
    dividends                 -             -              -              -                                  (120)        (120) 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Equity settled 
    payments                  -             -            163              -                   163                -          163 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
   Balance at 30 
    June 
    2019                212,326         1,392          3,911      (173,425)                44,204              133       44,337 
                   ------------  ------------  -------------  -------------  --------------------  ---------------  ----------- 
 

Notes to the Financial Statements are included on pages 13 to 16

Condensed consolidated statement of cash flows for the half-year ended 30 June 2020

 
                                                                                                                                       Consolidated 
                                                                                                       Half-Year Ended 30 June      Half-Year Ended 
                                                                                                                           2020        30 June 2019 
                                                                                                                          $'000               $'000 
                                                                                                                                 ------------------ 
   Continuing and Discontinued Operations 
   Cash Flows from Operating Activities 
   Receipts from customers                                                                                                    -               7,085 
   Payments to suppliers and employees                                                                                    (357)             (9,417) 
   Tax (paid)/ refund                                                                                                         -               (410) 
                                                                                             ----------------------------------  ------------------ 
 
     Net cash used in operating activities                                                                                (357)             (2,742) 
                                                                                             ----------------------------------  ------------------ 
 
     Cash Flows from Investing Activities 
   Investment in HomeSend joint venture Company                                                                         (6,090)             (3,478) 
   Payment for property, plant and equipment                                                                                  -                (29) 
   Advances to Homesend joint venture Company                                                                                 -             (1,157) 
   Software development costs                                                                                                 -             (1,367) 
                                                                                             ----------------------------------  ------------------ 
 
     Net cash used in investing activities                                                                              (6,090)             (6,031) 
                                                                                             ----------------------------------  ------------------ 
 
     Cash Flows from Financing Activities 
   Payment of dividends                                                                                                       -               (120) 
                                                                                             ----------------------------------  ------------------ 
 
     Net cash used in financing activities                                                                                    -               (120) 
                                                                                             ----------------------------------  ------------------ 
 
     Net Decrease in Cash and Cash Equivalents                                                                          (6,447)             (8,893) 
   Cash at the beginning of the period                                                                                   11,636              27,451 
   Cash and cash equivalents transferred to 
    assets classified as held for sale                                                                                        -             (1,516) 
   Effects of exchange rate changes on the 
    balance of cash held in foreign currencies                                                                              116                 649 
                                                                                             ----------------------------------  ------------------ 
 
     Cash and Cash Equivalents at the end of 
     the period                                                                                                           5,305              17,691 
                                                                                             ==================================  ================== 
 

Notes to the Financial Statements are included on pages 13 to 16

Notes to the condensed consolidated financial statements

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of preparation

These general purpose interim financial statements for half-year reporting period ended 30 June 2020 have been prepared in accordance with requirements of the Corporations Act 2001 and Australian Accounting Standard AASB 134: Interim Financial Reporting. The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards.

This interim financial report is intended to provide users with an update on the latest annual financial statements of Wameja Limited and its controlled entities (referred to as the "Consolidated Group" or "Group"). As such, it does not contain information that represents relatively insignificant changes occurring during the half-year within the Group. It is therefore recommended that this financial report be read in conjunction with the annual financial statements of the Group for the year ended 31 December 2019, together with any public announcements made during the following half-year.

These interim financial statements were authorised for issue on 31 August 2020.

(b) Accounting Policies

The same accounting policies and methods of computation have been followed in this interim financial report as were applied in the most recent annual financial statements.

The Group has considered the implications of new and amended Accounting Standards, but determined that their application to the financial statements is either not relevant or not material.

   2. SEGMENT   INFORMATION 

AASB 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance.

The Group operates in a single segment being the telecommunications software solutions business. Accordingly,

all reported information in the financial report relates to this single   segment. 

3. ISSUANCES, REPURCHASED ANS REPAYMENT OF SECURITIES

During the current period the Company did not issue any shares (2019: nil).

No employee share options were exercised or cancelled in the period (2019: nil).

4. ISSUED CAPITAL

 
                                                     30 June 2020       31 December 2019 
                                                         $'000                $'000 
   1,210,850,662 fully paid ordinary 
    shares (2019: 1,210,850,662)                          212,326           212,326 
 
 
                                                  30 June 2020       31 December 2019 
                                           No. '000      $'000       No. '000     $'000 
                                         ----------  ---------  -------------  --------- 
   Fully Paid Ordinary Shares 
   Balance at the beginning of the 
    financial period                      1,210,851    212,326      1,210,851    212,326 
   Balance at the end of the financial 
    period                                1,210,851    212,326      1,210,851    212,326 
 

Notes to the condensed consolidated financial statements

5. RESERVES

 
                                                         30 June 2020       31 December 2019 
                                                             $'000                $'000 
   Employee equity-settled benefit                             4,123             4,043 
   Foreign currency translation                                  995                     879 
                                                              5,118                    4,922 
 

6. DIVIDS

No dividend has been declared in respect of this half year.

7. INVESTMENT IN ASSOCIATES

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

 
   Name of            Principal activity         Place of incorporation      Proportion of ownership interest 
    associate                                              and                and voting rights held by 
                                                     principal place          the Group 
                                                       of business 
                                                                             30 June 2020    31 December 2019 
                ----------------------------  --------------------------  ---------------  -------------------- 
 HomeSend        Provision of international 
  SRCL (a)        mobile money services        Brussels, Belgium                   35.68%         35.68% 
                ----------------------------  --------------------------  ---------------  -------------------- 
 

a) HomeSend SRCL was formed on 3 April 2014. The Directors have determined that the Group exercises significant influence over HomeSend SRCL by virtue of its 35.68% 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 in these condensed consolidated financial statements.

   b)    Reconciliation of the carrying amount of the investment in associate: 
 
                                                        30 June            31 December 
                                                           2020                   2019 
                                                           $000                   $000 
   Opening balance                                       25,463                 25,791 
   Investment in associate (i)                            6,090                  6,480 
   Share of current period loss of the 
    associate                                           (3,189)                (6,596) 
   Effects of foreign currency exchange 
    movements                                               413                    212 
   Closing balance                                       28,777                 25,463 
 

(i) In April 2020, the Company participated in the HomeSend capital raise to maintain its 35.68% holding in the Joint Venture. The Company contributed $6.09 million (EUR3.57 million) towards the total capital raise.

Notes to the condensed consolidated financial statements

8. OTHER FINANCIAL ASSETS

 
                                                                              Consolidated 
                                                                               31 December 
                                                                30 June 2020       2019 
                                                                    $'000         $'000 
   Advances to Homesend SCRL (i)                                     4,103           4,239 
 

(i) During the 2019 financial year, the Company entered into a loan facility agreement with HomeSend SCRL for the sole permitted purpose of funding the pre- payment timing gaps in HomeSend's settlement model (the "Facility"). Mastercard had entered into a similar loan facility agreement with HomeSend SCRL. The Facility was for a total of $31.16 million (EUR20 million) between the Company and Mastercard with the Company providing approximately $11.57 million (EUR7.1 million) in proportion to its shareholding in HomeSend SCRL.

The Facility was a revolving credit line providing HomeSend the ability to draw and re-draw the funds as required, with an obligation to return amounts drawn if not required, based on HomeSend's forecasts. The Facility was unsecured and interest was payable quarterly at 1.916% per annum on the amount drawn.

There was no establishment or commitment fee. The facility was set to expire on 15 August 2020.

As at balance date, the company has provided its proportionate share in total drawdowns amounting to

$4.103 million.

The Facility was fully repaid on 12 August 2020.

9. TRADE AND OTHER PAYABLES

 
                                                                              Consolidated 
                                                                               31 December 
                                                                30 June 2020       2019 
                                                                    $'000         $'000 
   Accruals and other payables                                           127       271 
 

10. ACCUMULATED LOSSES

 
                                                                                     31 December 
                                                                 30 June 2020            2019 
                                                                     $'000              $'000 
   Balance at beginning of the financial year                        (176,181)           (162,991) 
   Loss for the year attributable to equity holders 
    of the parent                                                        (3,205)          (13,190) 
   Balance at end of financial year                                 (179,386)            (176,181) 
 

11. SUBSEQUENT EVENTS

(a) Repayment of HomeSend Liquidity Facility

HomeSend had previously requested that the loan facility agreement ("the Facility") provided by the Company to HomeSend be extended from 31 March 2020 to 15 August 2020. The Company had indicated that it would agree to the extension on the basis that no further draw-downs be made on the Facility and HomeSend used best endeavours to procure alternative funding of the Facility. The Facility of $4.103 million as shown on the 30 June 2020 Condensed Consolidated Statement of Financial Position was repaid on 12 August 2020.

11. SUBSEQUENT EVENTS (continued)

(b) COVID-19

The outbreak of COVID-19 and the subsequent quarantine measures imposed by the Australian and other governments as well as the travel and trade restrictions imposed by Australia and other countries in early 2020 and since, have caused disruption to businesses and economic activity globally.

As the situation remains fluid (due to evolving changes in government policy and business and customer reactions thereto) as at the date these financial statements are authorised for issue, the directors of the Company considered that the financial effects of COVID-19 on the Group's consolidated financial statements cannot be reasonably estimated for future financial periods. This includes the Group's investment in the HomeSend associate.

Based on the information available to the directors as at the date of this report, there are no significant factors identified which would impact on the carrying value of the Group's investment in associate due to COVID-19. However, the directors consider that prolonged general economic impacts arising from COVID- 19 may have a negative impact on the operations of the Group's associate. This in turn may impact the recoverability of the Group's carrying value of the investment in associate going forward.

No other matter or circumstance has occurred subsequent to year end that has significantly affected, or may significantly affect, the operations of the Company, the results of those operations or the state of affairs of the entity in subsequent financial years.

(c) Warranty claim

On 3 July 2020, the company received notification of a purported warranty claim from Seamless Distribution Systems AB in relation to a French employee of eServGlobal SAS whose employment was terminated subsequent to completion of the sale of eServGlobal Holdings SAS to Seamless Distribution Systems AB. The notification seeks to claim EUR519,967 ($843,007) under the warranties contained within the sale and purchase agreement for the sale of eServGlobal Holdings SAS ("the SPA"), being the amount including taxes, that the employee is seeking from eServGlobal SAS for compensation for loss of employment.

The Directors consider the purported warranty claim to be without merit and have advised Seamless Distribution Systems AB as such, and rejected the suggestion that the liability to the employee is subject to the warranties in the SPA. The purported warranty claim has been disclosed in the half year financial report due to the requirements of AASB 137 'Provisions, Contingent Liabilities and Contingent Assets'.

Notes to the condensed consolidated financial statements

12. Other information required to be given to ASX under listing rule 4.2A.3

 
 Net tangible assets per  Current period  31 December 2019 
  security 
------------------------ 
 Net tangible assets per      3.14 cents        3.39 cents 
  security 
                          --------------  ---------------- 
 

Dividends

 
                                             Amount               Amount         Franked             Amount           Date 
                                                                     per          amount                per           paid/ 
                                                                security             per           security           payable 
                                                                                security                 of 
                                                                                  at 30%            foreign 
                                                                                     tax             source 
                                                                                                   dividend 
 
   Interim dividend: Current                    Nil              N/A               N/A               N/A                N/A 
   year 
                              Previous         Nil              N/A              N/A                N/A               N/A 
                              period 
                                        -----------  -------------------  --------------  -----------------  ---------------- 
 
   Final dividend paid in 
   respect of previous financial 
   year:                                        Nil              N/A                N/A              N/A                 N/A 
 
   Current period: 
   Final dividend 
                                                Nil              N/A                N/A              N/A                 N/A 
   Previous corresponding 
   period: 
   Special dividend Final 
   dividend 
                                        -----------  -------------------  --------------  -----------------  ---------------- 
 

The dividend or distribution plans shown below are in operation.

The last date(s) for receipt of election notices for the dividend or distribution plans

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END

IR FLFSITTILVII

(END) Dow Jones Newswires

September 01, 2020 02:00 ET (06:00 GMT)

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