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8COMMON LIMITED Interim / Quarterly Report 2022

Feb 27, 2022

64263_rns_2022-02-27_73fa6aac-32dd-457b-b8b8-4a3c711b7a1c.pdf

Interim / Quarterly Report

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8COMMON LIMITED & CONTROLLED ENTITIES

ABN 168 232 577

ASX APPENDIX 4D FOR THE SIX MONTHS ENDED 31 DECEMBER 2021

The following information should be read in conjunction with both the Financial Report for the year ended 30 June 2021 and the Interim Report for the half year ended 31 December 2021 and the attached auditors’ review report.

This Appendix 4D is prepared in accordance with ASX Listing Rule 4.2A.3.

Reporting period: Half-year from 1 July 2021 to 31 December 2021.

Previous corresponding period: Half-year from 1 July 2020 to 31 December 2020.

Results for announcement to the market

8common limited (8CO) and its controlled entities’ (the 8common Group or Group) Results for Announcement to the Market are detailed below:

Financial Results

inancial Results
Dec 2021 Dec 2020 $ Change % Change
Revenue and other income 1,883,168 1,981,312
(98,154)

(5%)
EBITDA
(774,643)

(249,991)

(524,652)

(210%)
Loss before tax
(950,603)

(397,145)

(553,458)

139%
Loss after tax
(926,153)

(358,830)

(567,323)
158%
NTA backing Dec 2021 Dec 2020
Net tangible asset backing per ordinary share 2.2 cents 1.7 cents

Explanation of results

Please refer to the ‘Directors Report’ for an explanation of the results.

This information should be read in conjunction with the Consolidated Annual Financial Report of the 8common Group for the year ended 30 June 2021.

This report should also be read in conjunction with any public announcements made by 8common in accordance with the continuous disclosure requirements arising under the Corporations Act 2001 and ASX Listing Rules.

The information provided in the report contains all the information required by ASX Listing Rule 4.2A.

Details of individual and total dividends and payment dates

No dividends have been declared by the Company.

Dates: 28 February 2022

Approved by

Board of Directors

8common

8common

8COMMON LIMITED AND ITS CONTROLLED ENTITIES ACN 168 232 577

INTERIM HALF YEARLY FINANCIAL REPORT FOR THE PERIOD ENDED 31 DECEMBER 2021

1

Contents

Directors’ Report ________ 3 Auditors’ Independence Declaration ______ 8 Consolidated Statement of Profit or Loss and Other Comprehensive Income for the six months ended 31 December 2021 ______ 10 Consolidated Statement of Financial Position as at 31 December 2021 _ 11 Consolidated Statement of Changes in Equity for the Half Year ended 31 December 2021 _________ 12 Consolidated Statement of Cash Flows for the Half Year ended 31 December 2021 13 Notes to the Financial Statements for the Half Year ended 31 December 2021 _ 14 Directors’ Declaration _______ 24 Independent Auditors Review Report to the Members of 8common Limited _ 25

2

8common

Directors’ Report

Your directors present their report on the Company 8common Limited and its controlled entities for the half-year ended 31 December 2021.

Directors and Company Secretary

The following persons were directors of 8common Limited during or since the end of the financial half year;

The following persons were
year;
directors of 8common Limited during or since the end of the financial half
Kah Wui “Nic” Lim Executive Chairman
Adrian Bunter Non Executive Director
John Du Bois Non Executive Director
Nyap Liou “Larry” Gan Non Executive Director
Kok Fui Lau Non Executive Director (Alternate to Nyap Liou “Larry” Gan)
David Hwang Company Secretary (Joint)
Rebecca Woodman Company Secretary (Joint)

Principal activities

8common operates Financial Transaction Management and Employee Performance technology platforms targeted at large enterprise and government segments. Its Financial Transaction Management products, being Expense8 (travel and expense management), PayHero (procurement payment gateway) and CardHero (payment and funds distribution cards) deliver closed loop solutions to support regulated, large network and high volume requirements.

Our platforms manage a growing client base of more than 173,000 platform users including enterprise customers Woolworths, Broadcast Australia, Amcor, and over 158 state and federal government entities.

More details of our 4 products are as follows:

Expense8

The Expense8 platform is a leading pureplay provider of end to end travel and expense management software, card application and management. The innovative software solutions improve an organisation’s productivity, incorporate company organisational policies and expense auditing to reduce fraud and increase compliance. Expense8 by 8common was named a Major Player in the IDC MarketScape: Worldwide SaaS and Cloud-Enabled Travel and Expense Management Applications 2019 Vendor Assessment.

Notable clients include the whole of Northern Territory Government, Federal Department of the Prime Minister and Cabinet, Woolworths, NSW Department of Education. Approximately 22,000 NT Government employees, 87,000 employees within NSW Government and over 17,000 employees within the Australian Federal Government use Expense8.

PayHero

The PayHero platform brings together merchant facilities, payment gateway and selling online into an easy to operate package that helps businesses get paid faster. PayHero’s platform lets businesses accept card payments online via their own secure mobile payments page. In combination with Expense8, this delivers a closed loop procurement payment to deliver an integrated procurement approval, payments and reconciliation platform.

CardHero

The CardHero platforms combine EML Payments (ASX:EML) issued pre-paid Mastercards with 8commons Expense8 spend reconciliation solution. This combination brings together card application,

3

issuance, transaction management and reporting to deliver a sophisticated, scalable and transparent solution. The CardHero and CardHero+ platforms have two distinctive use cases and clients in mind:

  • CardHero drives payment approval and reconciliation efficiency. It integrates card payment with expense management and targets government and large enterprise clients.

  • CardHero+ delivers convenient fund distribution and spend data. It integrates fund payment with spend management and targets not for profits, grant providers, charities and government.

Perform8

Employee performance management tools. Perform8 delivers its methodology of gathering employee responses and producing action points to ensure effective performance tracking. Notable clients include Help Enterprises Limited and Peregrine Corporation.

4

8common

Review of Operations

1. Group Performance

For the half year ended 31 December 2021, total revenue for the Group was $1,883,168. Whilst SaaS revenue grew 22%, the overall position from continuing operations decreased by 5%. As at 31 December 2021, the Company held cash and equivalents of $4,899,687. The Group incurred an operating loss after tax of ($926,153) which included a non cash Employee Share Option expense of $106,079. EBITDA for the period was ($774,643) and an Adjusted EBITDA (excluding employee share option expense) was ($668,564). The operating cashflow for the period was ($977,375).

PERIOD TO 31 DECEMBER PERIOD TO 31 DECEMBER PERIOD TO 31 DECEMBER
SUMMARY FINANCIAL RESULTS 2021 2020 CHANGE
$ $ $ %
Revenue from SaaS (subscription and
transaction)
1,377,781 1,130,326 247,455 22%
Other revenue from continuing operations 505,387 800,986 (295,599) (37%)
Government incentives (Cashflow boost
and R&D grant)
- 50,000 (50,000) (100%)
Total Revenue 1,883,168 1,981,312 (98,144) (5%)
Total Expenses (inc Cost of services) 2,809,321 2,340,142 (469,179) 20%
Adjusted EBITDA1 (668,564) (229,802) (438,762) (191%)
EBITDA (774,643) (249,991) (524,652) (210%)
Loss for the period (926,153) (358,830) (567,323) (158%)
Operating cashflow (977,375) 78,618 (1,055,993) (1,343%)
Cash and cash equivalents 4,899,687 4,049,482 850,205 21%

2. Segment Performance

Expense8

Key KPI highlights for 31 December 2021

KPI 2021 2020 Change
Total Revenue 1,883,168 1,931,312 (5%)
SaaS Revenue 1,377,781 1,130,326 22%
Users 173,526 148,358 12%
Card Transactions 1,147,080 990,290 16%
Trips 6,904 3,593 92%

At the start of FY22, the company announced its most significant mandate for the whole-of-government ERP contract. Expense8 was chosen to become Travel and Expense management solution for the Australian Government GovERP Complementary (edge) capabilities panel (edge Panel), part of the Government’s Shared Services Transformation initiative. The GovERP highlights include:

  • Over 90 Commonwealth agencies (which include over 130K employees) participate in the Shared Services Program and could utilise Expense8. With another 79 Commonwealth agencies having an option to opt-in to the Program;

1 Adjusted EBITDA: $106,079 for non cash Employee Share Option expense added back.

5

  • 8CO generates a Federal Government ARPU of $42 ($53 pre-covid) servicing approximately 20,000 employees across 30 entities;

The Company has generated over $1.4m in contract wins in FY22 to date.

COVID-19

The Expense8 travel related SaaS revenue has improved (92% growth compared to FY21) in tandem with loosening of domestic travel policies. The increase in travel platform users is expected to further grow travel related SaaS revenue past pre-covid levels. We will continue to ensure the safety of our team and support our clients as we continue to navigate COVID-19.

CardHero

CardHero went live with the first customer transactions processed on the platform with Life Without Barriers commencing use of CardHero in line with its staged national rollout plan;

PayHero

We have ceased the operations of PayHero which was servicing SME clients to re-position and productise it for Enterprise procurement and employee initiated payments.

Perform8

Perform8 continues to be operated with clients which include Help Enterprises Limited and the Peregrine Corporation.

3. Expenses and EBITDA

The Group’s EBITDA (excl employee share option expense) was a loss of ($668,564) in the half year ended 31 December 2021. This compares to an EBITDA loss of ($229,802) in the pcp. The key drivers to the 31 December 2021 result were:

  • 5% decrease in Total Revenue on a pcp basis to $1,883,168;

  • 22% increase in SaaS revenue on a pcp basis to $1,377,781;

  • 20% increase in Total Expenses on a pcp basis to $2,809,321;

  • Non cash Share based payments expense of $106,079

4. Funding and Cash-flow

As at 31 December 2021, the Group has cash and cash equivalents of $4,899,687 and recorded $977,375 in operating cash outflows for the six months ended 31 December 2021.

Key highlights relating to funding:

  • Successful placement of $3.78 million (before issue costs of $194,700) to a range of high quality institutional and sophisticated investors. The placement saw the issue of 21,000,000 shares at a price of A$0.18 per share with the funds predominantly used to:

  • Expand the roll-out of CardHero;

  • Accelerate the onboarding of recent customer wins with the Federal Government sector via the shared services platform;

  • General working requirements.

5. Outlook

Winning GovERP was a company changing milestone in 1H FY2022. With a committed team, strong balance sheet and both Expense8 and CardHero achieving significant milestones, we anticipate a strong finish to FY 2022.

Revenue growth especially in both SaaS and implementation are expected to accelerate over the remaining half year which is driven by user growth, resumption of travel and new mandates. CardHero has already begun to deliver a revenue impact and we expect growing contributions from this segment.

6

8common

Significant Events since Balance Sheet Date

The Group continues to monitor the economic and financial impact that the COVID-19 pandemic can have on its operations. Since the end of the financial year, there have been no matters or circumstances directly associated with the COVID-19 pandemic that had an impact on the financial statements. Therefore no adjustments or specific disclosures have been made in this respect. It is currently unknown how long the COVID-19 pandemic will last and this might continue to have a financial impact on the Group’s operations.

As at the date of this report the investment in Cloudaron (CLOUD:MK) has a market value of $1,024,875, based on quoted share price on the Malaysian Stock Exchange.

No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the consolidated group, the results of those operations, or the state of affairs of the consolidated group in future financial years.

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 8.

This report is made in accordance with a resolution of directors.

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Kah Wui Lim

Managing Director Dated this 28th of February 2022, Singapore

7

28 February 2022

The Directors 8common Limited Level 7, 320 Pitt Street SYNDEY NSW 2000

Auditors’ Independence Declaration

AUDITORS’ INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF 8COMMON LIMITED

We declare that, to the best of our knowledge and belief, during the half year period ended 31 December 2021 there have been:

(i) no contraventions of the auditors’ independence requirements as set out in the Corporations Act 2001 in relation to the review; and

(ii) no contraventions of any applicable code of professional conduct in relation to the review.

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==> picture [169 x 37] intentionally omitted <==

Walker Wayland NSW Wali Aziz Chartered Accountants Partner

8

Financial Statements

==> picture [15 x 8] intentionally omitted <==

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Consolidated Statement of Profit or Loss and Other Comprehensive Income for the six months ended 31 December 2021

Revenue from continuing operations
Cost of services
Gross Profit
Other revenue – (Government cashflow boost and
R&D grant)
EXPENSES FROM CONTINUING OPERATIONS
Professional fees
Computer software and maintenance
Depreciation and amortisation
Employee and contractor costs
Marketing
Occupancy expenses
Share based payments expense
Other expenses from ordinary activities
Total Expenses
NET LOSS BEFORE INCOME TAX
Income tax benefit
NET LOSS FOR THE PERIOD
Other comprehensive income/(loss) – Revaluation
gain/(loss) on financial assets at fair value through
other comprehensive income
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD
Earnings per share
Basic earnings per share – cents per share
Diluted earnings per share – cents per share
31 December
2021
$
31 December
2020
$
1,883,168
1,931,312
(386,187)
(371,332)
1,496,981
1,559,980
-
50,000
(114,359)
(108,942)
(277,382)
(184,174)
(176,208)
(147,591)
(1,550,066)
(1,384,874)
(32,546)
(31,020)
(40,761)
(40,708)
(106,079)
(20,189)
(150,183)
(89,627)
(2,447,584)
(2,007,125)
(950,603)
(397,145)
24,450
38,315
(926,153)
(358,830)
39,915
(1,070,561)
(886,238)
(1,429,391)
(0.43)
(0.19)
(0.43)
(0.19)

The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

10

8common

Consolidated Statement of Financial Position as at 31 December 2021

s at 31 December 2021
Note
Current assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total current assets

Non current assets
Financial Assets
5
Property, plant and equipment
Intangible assets
6
Deferred tax assets
Total non-current assets
Total assets

Current liabilities
Trade and other payables
Contract liabilities
Provisions
Total current liabilities
Non current liabilities
Provisions
Total non current liabilities
Total liabilities
Net assets
Equity
Contributed equity
7
Accumulated losses
Asset revaluation reserve
Share based payments reserve
10
Total shareholders’ equity
31 December 2021
30 June 2021
$
$
4,899,687
3,223,185
412,094
139,550
118,743
108,402
5,430,524
3,471,137
1,024,875
984,960
18,441
23,794
3,120,758
2,289,490
221,783
197,333
4,385,856
3,495,577
9,816,381
6,966,714
1,148,191
1,083,856
405,919
461,264
243,663
202,340
1,797,773
1,747,459
84,801
95,137
84,801
95,137
1,882,574
1,842,596
7,933,806
5,124,118
16,701,505
13,148,139
(7,629,743)
(6,749,009)
(2,061,930)
(2,101,845)
923,974
826,833
7,933,806
5,124,118

The above statement of financial position should be read in conjunction with the accompanying notes.

11

Consolidated Statement of Changes in Equity for the Half Year ended 31 December 2021

Asset Share based
Consolidated Entity Issued
Capital
Accumulated
Losses
Revaluation
Reserve
payment
reserve
Total
$ $ $ $ $
Balance as at 1 July
2020
10,979,259 (5,419,353) (1,763,222) 529,957 4,326,641
Loss for the period - (358,830) - - (358,830)
Other comprehensive
income
- - (1,070,561) - (1,070,561)
Total comprehensive
income / (loss)
- (358,830) (1,070,561) - (1,429,391)
Issue of shares 2,266,830 4,668 - (4,668) 2,266,830
Costs of share issue (112,500) - - - (112,500)
Share based
payments
- - - 20,189 20,189
Transfer of share
based payment
- 1,262 - (1,262) -
Balance as at 31
December 2020
13,133,589 (5,772,253) (2,833,783) 544,216 5,071,769
Balance as at 1 July
2021
13,148,139 (6,749,009) (2,101,845) 826,833 5,124,118
Loss for the period - (926,153) - - (926,153)
Other comprehensive
income
- - 39,915 - 39,915
Total comprehensive
income / (loss)
- (926,153) 39,915 - (886,238)
Issue of shares 3,784,550 - - - 3,784,550
Costs of share issue (231,184) - - 36,484 (194,700)
Share based
payments
- - - 106,079 106,079
Transfer of share
based payment
- 45,422 - (45,422) -
Balance as at 31
December 2021
16,701,505 (7,629,743) (2,061,930) 923,974 7,933,806

The above statement of changes in equity should be read in conjunction with the accompanying notes.

12

8common

Consolidated Statement of Cash Flows

for the Half Year ended 31 December 2021

CASH FLOW FROM OPERATING ACTIVITIES
Receipts from operating activities
Interest received
Payments to suppliers and employees
Government grant and tax incentives
Net cash (used in) operating activities
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of development expenditure and intangibles
Purchase of fixed assets
Net cash (used in) investing activities
CASH FLOW FROM FINANCING ACTIVITIES
Issue of shares via placement
Conversion of options
Costs related to issue of shares
Net cash provided by financing activities
NET INCREASE IN CASH HELD
Cash and cash equivalent at beginning of financial
period
CASH AND CASH EQUIVALENTS AT THE END
OF THE PERIOD
31 December
2021
31 December
2020
$
$
1,750,928
2,256,593
249
558
(2,728,552)
(2,178,533)
-
-
(977,375)
78,618
(935,973)
-
-
(14,708)
(935,973)
(14,708)
3,780,000
2,250,000
4,550
16,830
(194,700)
(123,750)
3,589,850
2,143,080
1,676,502
2,206,990
3,223,185
1,842,492
4,899,687
4,049,482

The above statement of cash flows should be read in conjunction with the accompanying notes.

13

Notes to the Financial Statements

for the Half Year ended 31 December 2021

Note 1—Basis of Preparation of Half-Year Report

These general purpose financial statements for the half-year reporting period ended 31 December 2021 have been prepared in accordance with the requirements of AASB 134 Interim Financial Reporting and the Corporations Act 2001 . Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting . The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards

This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2021, together with any public announcements made during the following half year in accordance with the continuous disclosure requirements of the Corporations Act 2001 .

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 except to the matters discussed below.

These financial statements were authorised for issue by the board of directors on 28th February 2022.

New and Revised Accounting Requirements Applicable to the Current Half-year Reporting Period

A number of new or amended standards became applicable for the current reporting period, however, the group did not have to change its accounting policies or make retrospective adjustments as a result of adopting these standards since they did not have an impact on the Group

The Group has not early adopted any new and revised Accounting Standards that are not yet mandatory.

Reporting Basis and Conventions

The half-year report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied.

Estimates

When preparing the interim financial statements, management undertakes a number of judgments, estimates and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results may differ from the judgments, estimates and assumptions made by management, and will seldom equal the estimated results.

The judgments, estimates and assumptions applied in the interim financial statements, including the key sources of estimation uncertainty were the same as those applied in the Group’s last annual financial statements for the year ended 30 June 2021.

14

8common

Notes to the Financial Statements for the Half Year ended 31 December 2021

Note 1—Basis of Preparation of Half-Year Report (cont)

Going concern basis of accounting

The Group has incurred a net loss after tax for the half year ended 31 December 2021 of $926,153 (31 December 2020: loss of $358,830) with the cash outflows from operating activities of $977,375 (31 December 2020: cash inflow of $78,618). As at 31 December 2021, the Group has a net current asset position of $3,632,751 (30 June 2021: $1,723,678 net current asset position). The net current asset position as at 31 December 2020 includes the following:

  • Cash and cash equivalents of $4,899,687 (30 June 2021: $3,223,185) and trade and other receivables of $412,094 (30 June 2021: $139,550).

  • Deferred contract liability of $405,919 (30 June 2021: $461,264)

The continuing viability of the Group and its ability to continue as a going concern and meet its debts and commitments as they fall due may be dependent upon the Group being successful in:

  • generating sufficient cash surpluses from operations resulting from meeting revenue forecasts;

  • selling down their investment in Cloudaron Shares to create liquidity should the need arise;

  • receiving financial support from its directors and shareholders.

The Directors believe there are reasonable grounds to believe that the Group will be able to continue as a going concern after consideration of the following factors:

  • The current business development prospects show an increase in activity and should lead to increasing ongoing revenue;

  • Potential sale proceeds in the form of Cloudaron share sales provides another avenue of liquidity should the business require it;

  • The Directors remain committed to the long-term business plan that is contributing to improved results as the business progresses;

  • The budgets and forecasts reviewed by the Directors for the next twelve months anticipate the business will continue to produce improved results;

Furthermore, the Directors have the option of seeking further funding to support working capital and the business development activities of the Group by way of equity or convertible note debt finance. The Directors are of the opinion that these factors will allow the Group to focus on growth areas and on improving profitability. The Directors continue to monitor the situation closely and are focused on taking all measures necessary to optimise the Group’s performance.

The Directors believe that the above indicators demonstrate that the Group will be able to pay its debts as and when they become due and payable and to continue as a going concern and be in a position to realise its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial report. Accordingly, the Directors also believe that it is appropriate to adopt the going concern basis in the preparation of the financial statements.

In the event that the Group does not achieve the conditions stated by the Directors, the ability of the Company and therefore the Group to continue as a Going Concern may be impacted and therefore the Group may not be able to realise its assets and extinguish its liabilities in the ordinary course of operations and at the amounts stated in the financial report. No adjustments have been made to the recoverability and classification of recorded asset values and the amount and classification of liabilities that might be necessary should the Group and company not continue as going concerns.

15

Notes to the Financial Statements for the Half Year ended 31 December 2021

Note 2—Loss from Ordinary Activities

All revenue and expense items that are relevant in explaining the financial performance for the interim period have been included in the statement of profit or loss and other comprehensive income.

Note 3—Dividends

No dividends have been declared or paid during the period.

Note 4—Operating Segments

The Group has one reportable segment, as described below, which are the groups strategic business units. The Group has identified its business units based on internal reports that are reviewed on a monthly basis and used by the executive management team (the chief operating decision makers) in assessing performance and in determining the allocation of resources.

The following summary describes the operations in each of the Group’s reportable geographic segments:

  • Productivity & Performance (including Expense8, Perform8 and CardHero): Expense8 is a Travel & Expense management software solution that manages and streamlines the end-to-end processing of employee- generated expenses. By using Expense8, clients’ administration of expenses charged to corporate credit cards is made easier. Perform8 is an advanced survey and action planning solution that diagnoses and prioritises areas for improvement across your business. Its unique methodology drives continuous improvement throughout an organisation, maximising employee engagement and boosting productivity levels. CardHero is a pre-paid card fund distribution platform that delivers a closed loop solution to support regulated, large network and high volume requirements.

16

8common

Notes to the Financial Statements for the Half Year ended 31 December 2021

Note 4—Operating Segments (Cont.)

Half year ended December
2021
Total segment revenue
R&D grant
Total Revenue
Net Profit / (Loss) before tax
for the Period
Adjusted EBITDA*
Performance &
Productivity
Head Office
Total
$
$
$
1,882,928
240
1,883,168
-
-
-
1,882,928
240
1,883,168
(576,829)
(373,774)
(950,603)
(400,869)
(267,695)
(668,564)

*Adjusted EBITDA relates to Earnings before income tax, depreciation and amortisation and share based payments.

Total segment assets
31 December 2021 9,200,240 616,141 9,816,381
Total segment liabilities
31 December 2021 1,779,438 103,136 1,882,574
Half year ended December 2020
Total segment revenue
R&D grant
Total Revenue
Net Profit / (Loss) before tax for
the Period
Adjusted EBITDA

Total segment assets
31 December 2020
Total segment liabilities*
31 December 2020
Performance &
Productivity
Head Office
Total
1,930,875
50,437
1,981,312
-
-
-
1,930,875
50,437
1,981,312
(154,807)
(242,338)
(397,145)
(7,390)
(222,412)
(229,802)
3,815,573
2,701,045
6,516,618
1,129,662
315,187
1,444,849

17

Notes to the Financial Statements for the Half Year ended 31 December 2021

Note 4—Operating Segments (Cont.)

The executive management team uses EBITDA as a measure to assess the performance of the business. This excludes the effects of items such as depreciation, amortisation, tax and finance costs. A reconciliation of the EBITDA to operating profit before income tax is provided as follows:

Total EBITDA
Tax (expense)/benefit
Interest received
Depreciation and Amortisation
Net Loss after tax
31 December 2021
$
31 December 2020
$
(774,643)
(249,991)
24,450
38,315
248
437
(176,208)
(147,591)
(926,153)
(358,830)

Note 5 — Financial Assets

The Group holds shares in Cloudaron Berhad as part of the sale of Realtors8 Pte Ltd. These shares are included as a Financial Asset with a non-current asset classification measured at a fair value of $1,024,875 based on the market price on the Bursa Stock Exchange as at 31 December 2021.

Financial assets at fair value through other
comprehensive income
31 December 2021
$
30 June 2021
$
1,024,875
984,960
1,024,875
984,960

18

8common

Notes to the Financial Statements for the Half Year ended 31 December 2021

Note 6: Intangible Assets

Consolidated Group:
Carrying value at 1 July 2021
Addition
Amortisation charge
Period ended 31 December 2021
Goodwill
Acquired
Intellectual
property
Software
Development
Costs –
Expense8
Software
Development
Costs –
CardHero
Total
$
$
$
$
$
1,225,108
14,800
300,961
748,621
2,289,490
-
-
64,273
937,848
1,002,121
-
-
(142,746)
(28,109)
(170,855)
1,225,108
14,800
222,488
1,658,360
3,120,758

Intangible assets, other than goodwill, have finite useful lives. The current amortisation charges for intangible assets are included under depreciation and amortisation expense per the statement of profit or loss. Goodwill has an indefinite useful life. Development costs have been amortised since 1 January 2017. Software development costs are amortised over a period of 5 years.

Acquired intellectual property (PayHero) is not being amortised as its useful life is indefinite. The CardHero developments costs have started to be amortised from 1 December 2021 over a period of 5 years.

Note 7 — Contributed Equity

(a) Share Capital

(a) Share Capital
Note As at 31 December
2021
As at 30 June
2021
$ $
Ordinary Shares 221,559,756
(30 June 2021: 200,509,756)
Fully paid shares 16,737,989 13,148,139
Date and Price No. $
Opening Balance 1 July 2021 200,509,756 13,148,139
Shares issued 11 August 2021, $0.18 21,000,000 3,780,000
Shares issued 11 August 2021, $0.091 50,000 4,550
Share issue costs - (231,184)
Total issued 21,050,000 3,553,366
Closing balance 31 December 2021 221,559,756 16,701,505

19

Notes to the Financial Statements for the Half Year ended 31 December 2021

Note 8 —Contingent Assets and Contingent Liabilities There are no contingent liabilities or contingent assets as at the date of this half yearly report.

Note 9 – Fair Value Measurement

a) Valuation techniques

The Group selects a valuation technique that is appropriate in the circumstances and for which sufficient data is available to measure fair value. The availability of sufficient and relevant data primarily depends on the specific characteristics of the asset or liability being measured. The valuation techniques selected by the Group are consistent with one or more of the following valuation approaches:

  • Market approach: valuation techniques that use prices and other relevant information generated by market transactions for identical or similar assets or liabilities.

  • Income approach: valuation techniques that convert estimated future cash flows or income and expenses into a single discounted present value.

  • Cost approach: valuation techniques that reflect the current replacement cost of an asset at its current service capacity.

Each valuation technique requires inputs that reflect the assumptions that buyers and sellers would use when pricing the asset or liability, including assumptions about risks. When selecting a valuation technique, the Group gives priority to those techniques that maximise the use of observable inputs and minimise the use of unobservable inputs. Inputs that are developed using market data (such as publicly available information on actual transactions) and reflect the assumptions that buyers and sellers would generally use when pricing the asset or liability are considered observable, whereas inputs for which market data is not available and therefore are developed using the best information available about such assumptions are considered unobservable.

The following notes (b) and (c) provide the fair values of the Group’s assets and liabilities measured and recognised on a recurring basis after initial recognition and their categorisation within the fair value hierarchy:

b) Financial Instruments

The fair values of the group’s financial asset and financial liabilities equate to the carrying values at the respective reporting dates of 31 December 2021. The carrying amounts of trade and other payables and trade and other receivables are assumed to approximate their fair values due to their short term nature.

c) Fair value hierarchy

Set out below, is a comparison of the carrying amounts and fair values of financial assets as at 31 December 2021 and 30 June 2021:

Consolidated Group:
Financial assets at fair value
through other comprehensive
income
Total
31 December 2021
30 June 2021
Carrying
amount
Fair value
Carrying
amount
Fair value
$
$
$
$
1,024,875
1,024,875
984,960
984,960
1,024,875
1,024,875
984,960
984,960

20

8common

Notes to the Financial Statements for the Half Year ended 31 December 2021 Note 9 – Fair Value Measurement (Cont.)

The following table provides the fair value measurement hierarchy of the Group’s financial assets as at 31 December 2021:

Fair value measurement using Fair value measurement using
Total Quoted prices in
active markets
(Level 1)
Significant
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
$ $ $ $
As at 31 December 2021:
Financial assets measured at fair value:
Financial assets at fair value
through other comprehensive 1,024,875 1,024,875 - -
income
Fair value measurement using
Total Quoted prices in
active markets
(Level 1)
Significant
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
$ $ $ $
As at 30 June 2021:
Financial assets measured at fair value:
Financial assets at fair value
through other comprehensive 984,960 984,960 - -
income

There were no transfers between Level 1 and Level 2 fair value measurements during the period, and no transfers into or out of Level 3 fair value measurements during the six months ended 31 December 2021.

21

Notes to the Financial Statements for the Half Year ended 31 December 2021 Note 9 – Fair Value Measurement (Cont.)

Fair value hierarchy

All financial instruments for which fair value is recognised or disclose are categorised within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole, as follows:

Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement in unobservable

For assets and liabilities that are recognised at fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisations (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

There were no changes in the Group’s valuation processes, valuation techniques, and types of inputs in the fair value measurements during the period.

Note 10 —Share based payments reserve

During the six months ended 31 December 2021, a share based payments expense of $106,079 has been recognised relating to options issued to Directors pursuant to the employees share options plan. 50,000 employee share options were exercised and 595,000 share options were cancelled during the period. As at 31 December 2021 the following options were on issue:

Balance as at beginning of the year
Options converted/lapsed during the year
Options granted during the year
Options granted during the year
Balance as at 30 June 2021
Number
Weighted
Average exercise
price
$
15,630,054
0.156
(645,000)
0.11
2,000,000
0.30
1,175,000
0.16
18,160,054
0.175

22

8common

Note 11 —Events Occurring after the Balance Sheet Date

Since the end of the financial period the following have significantly affected or may significantly affect the operations of the Group, the results of those operations or the state of affairs of the Economic Entity in future financial years.

The Group continues to monitor the economic and financial impact that the COVID-19 pandemic can have on its operations. Since the end of the financial year, there have been no matters or circumstances directly associated with the COVID-19 pandemic that had an impact on the financial statements. Therefore no adjustments or specific disclosures have been made in this respect. It is currently unknown how long the COVID-19 pandemic will last and this might continue to have a financial impact on the Group’s operations.

No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the consolidated group, the results of those operations, or the state of affairs of the consolidated group in future financial years.

Note 12 —Related Party Transactions

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. The following transactions occurred with related parties:

A company that Mr Lim is an owner of 8capita Sdn Bhd, provided outsourced labour hire to the group during the year. The total value of the services provided for the current year was $209,031 (2020: $167,773).

23

Directors’ Declaration

In the directors’ opinion:

  • (a) The financial statements and notes set out on pages 10 to 23 are in accordance with:

  • (i) Accounting Standard AASB 134 Interim Financial Reporting, other mandatory professional reporting requirements; and

  • (ii) giving a true and fair view of the Group’s financial position as at 31 December 2021 and of its performance, for the half-year ended on that date; and

  • (b) there are reasonable grounds to believe that 8common Limited will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of directors.

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Kah Wui Lim

Managing Director Singapore

Dated this 28th day of February 2022

24

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Independent Auditors Review Report to the Shareholders of 8common Limited

Conclusion

We have reviewed the accompanying half-year financial report of 8common Limited (the Company) and its Controlled Entities (collectively the Group) which comprises the consolidated statement of financial position as at 31 December 2021, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration.

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 the Group is not in accordance with the Corporations Act 2001, including:

  • a) giving a true and fair view of the consolidated financial position of the Group as at 31 December 2021 and of its consolidated financial performance for the half-year ended on that date; and

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

Basis for Conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

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25

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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 (including Australian Accounting Interpretations) 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. ASRE 2410 requires us to conclude whether 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 Company’s financial position as at 31 December 2021 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.

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.

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Walker Wayland NSW Wali Aziz
Chartered Accountants Partner
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Dated this 28 day of February 2022, Sydney

26