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ACUMENTIS GROUP LIMITED Interim / Quarterly Report 2021

Feb 11, 2021

64295_rns_2021-02-11_99790f4d-5e91-458e-bb33-b2161bc62c98.pdf

Interim / Quarterly Report

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Appendix 4D

Half Year Report

Given in accordance with ASX Listing Rule 4.2A

Acumentis Group Limited (ASX: ACU)

ACN 102 320 329

Results for announcement to the market

The information provided in the Half-Yearly Report should be read in conjunction with the Company’s 2020 Annual Financial Report

Change Change
$’000 % $’000
Revenue from continuing operations Up 6,166 37% to
22,998
Profit before tax from continuing operations
Up
5,896 133% to 1,465
Profit after tax from continuing operations Up 4,487 130% to 1,033
Profit after tax attributable to members Up 4,487 130% to 1,033
Dividends Amount per
Franked amount per
security security at 26% tax
Interim dividend – Ordinary Cents 0.00 0.00
Previous corresponding period
Interim dividend – Ordinary Cents 0.00 0.00
Record date for determining entitlements to dividends n/a
Payment date for dividends n/a
31 Dec 30 Jun 31 Dec
2020 2020 2019
Net tangible asset backing per share Cents 1.27 0.64 0.14
Details of Associates 31 Dec 30 Jun 31 Dec
Acumentis (WA) Holdings Pty Ltd 2020 2020 2019
Shareholding % 42.2% 42.2% 42.2%
31 Dec 30 Jun 31 Dec
2020 2020 2019
6 months 12 months 6 months
Share of net profit / (loss) of associates $’000 174 (86) (207)

Acumentis Group Limited

ACN 102 320 329

Half Year Financial Report

For the 6 months ended 31 December 2020

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Half Year Report Period ended 31 December 2020

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Contents

Directors’ Report ...................................................................................................................... 2 Directors’ Report ...................................................................................................................... 2
Auditor’s Independence Declaration ......................................................................................... 5
Consolidated Statement of Profit or Loss and Other Comprehensive Income ................................ 6
Consolidated Statement of Financial Position ............................................................................ 7
Consolidated Statement of Changes in Equity ............................................................................ 8
Consolidated Statement of Cashflows ....................................................................................... 9
Notes to the Consolidated Financial Statements ....................................................................... 10
1. Significant accounting policies ...................................................................................................................... 10
2. Revenue from operations .............................................................................................................................. 10
3. Significant revenue and expense items......................................................................................................... 11
4. Segment reporting ......................................................................................................................................... 11
5. Income tax ..................................................................................................................................................... 11
6. Earnings per share ......................................................................................................................................... 12
7. Trade and other receivables .......................................................................................................................... 12
8. Other current assets ...................................................................................................................................... 13
9. Deferred tax balances ................................................................................................................................... 13
10. Plant & equipment ......................................................................................................................................... 14
11. Right of Use Assets ........................................................................................................................................ 15
12. Intangible assets ........................................................................................................................................... 16
13. Investments in associated companies using the equity method .................................................................. 17
14. Trade and other payables .............................................................................................................................. 17
15. Borrowings ..................................................................................................................................................... 17
16. Lease Liabilities ............................................................................................................................................. 18
17. Employee Benefits ......................................................................................................................................... 19
18. Provisions ...................................................................................................................................................... 19
19. Issued Capital ................................................................................................................................................ 20
20. Other Reserves .............................................................................................................................................. 21
21. Going Concern ............................................................................................................................................... 22
Directors’ Declaration ............................................................................................................. 23

Independent Auditors Review Report to the members of Acumentis Group Limited .................... 24

Acumentis Group Limited ACN 102 320 329

Page 1

Half Year Report Period ended 31 December 2020

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Directors’ Report

The directors submit the financial report of the Consolidated Entity (comprising Acumentis Group Limited and its controlled entities) for the half year ended 31 December 2020.

Directors

The Directors of the company in office at any time during or since the end of the half year are:

Appointed Resigned
Bradley Piltz 26 September 2002
Non-Executive Director
Stephen Maitland OAM RFD 1 February 2018 28 October 2020
Non-Executive, Independent Director
Keith Perrett 1 February 2018
Non-Executive, Independent Director & Chair
Andrea Staines OAM 26 September 2019
Non-Executive, Independent Director
Patrice Sherrie 1 November 2020
Non-Executive, Independent Director
Timothy Rabbitt 10 December 2020
Executive Director & CEO

Principal Activities

The principal activities of the Consolidated Entity during the period were property valuation & advisory services. There were no significant changes in the nature of the activities of the Consolidated Entity during the period.

Review of Operations Financial results

Revenues, profits and cashflows continued to improve following the recovery of the business from the impacts of the cyber-attacks in early 2019.

Whilst the COVID-19 pandemic had some adverse impacts on trading, particularly in State border regions where travel restrictions affected our ability to deliver services on occasions, the business has largely returned to normal operations albeit with increased flexibility in staff working remotely.

Overall revenues from delivery of services were 31% up on the comparative period whilst nonemployee expenses were reduced by approximately 7%. Together with the support of the first tranche of JobKeeper, this has enabled the business to return to profitability for the half year.

Acumentis Group Limited ACN 102 320 329

Page 2

Half Year Report Period ended 31 December 2020

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Business overview

The business operates across the following key sectors:

  • Metropolitan residential mortgage and non-mortgage valuations

  • Metropolitan commercial mortgage and non-mortgage valuations

  • Regional & rural mortgage and non-mortgage valuations

  • Government valuations

  • Property advisory

The business continues to expand its services in related property professional sectors and geographies throughout Australia.

Interim dividend

The directors do not recommend payment of an interim dividend (31 December 2019: 0.00 cents).

The directors do not anticipate payment of a full year dividend, however, will evaluate this when the full year results are known.

Outlook

With the continued investment in IT and information security evidenced by ISO27001 (the international standard for information security management systems) and IRAP (Information Security Registered Assessor Program administered by the Australian Cyber Security Centre) certifications, reinstatement on client panels, growth of the wholly owned commercial valuation business in Sydney and nationally, ongoing support from our Government clients and expansion of the regional and rural capabilities, the business is in a strong position to continue its new growth trajectory through FY2021 and beyond.

Events subsequent to the end of the reporting period

There are no significant subsequent events.

Auditor’s Independence Declaration under section 307C of the Corporations Act 2001

The Lead Auditor’s Independence Declaration is set out on page 5 and forms part of the Directors’ report for the half year ended 31 December 2020.

Rounding of amounts to the nearest thousand dollars

The Consolidated Entity has applied the relief available under ASIC Instrument 2016/191 and accordingly, amounts in the financial statements and directors’ report have been rounded to the nearest thousand dollars, or in certain cases, to the nearest dollar.

Going Concern

The directors are satisfied that the going concern basis of preparation is appropriate and therefore the financial information does not include any adjustments relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the company not be able to continue as a going concern.

Acumentis Group Limited ACN 102 320 329

Page 3

Half Year Report Period ended 31 December 2020

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An explanation of the rationale for the directors’ assertion is included in Note 21 to the Financial Report.

Comparative Numbers

The Half Year Report includes comparative numbers for both the corresponding half year as well as for the previous full year. Values are presented as follows:

  • Profit & Loss disclosures – for the 6 months to December 2020, the 6 months to December 2019 and the 12 months to June 2020.

  • Balance Sheet disclosures – as at 31 December 2020, 30 June 2020 and 31 December 2019.

Signed in accordance with a resolution of the Board of Directors.

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Keith Perrett Chair

11 February 2021

Acumentis Group Limited ACN 102 320 329

Page 4

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Acumentis Group Limited

Auditor’s independence declaration under section 307c of the Corporations Act 2001

I declare that, to the best of my knowledge and belief, during the half year ended 31 December 2020 there have been:

  • No contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review; and

  • No contraventions of any applicable code of professional conduct in relation to the review.

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William Buck

Accountants & Advisors

ABN: 16 021 300 521

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L E. Tutt Partner

Sydney, 11 February 2021

ACCOUNTANTS & ADVISORS

Sydney Office Level 29, 66 Goulburn Street Sydney NSW 2000

Parramatta Office Level 7, 3 Horwood Place Parramatta NSW 2150

Telephone: +61 2 8263 4000 williambuck.com

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William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. (WB013_2007)

Half Year Report Period ended 31 December 2020

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Consolidated Statement of Profit or Loss and Other Comprehensive Income

Notes
Revenue from operations
2
Expenses from operations
Employment expenses
Software, printing and report delivery
Marketing
Communications
Insurance
Administration
Occupancy
Depreciation, amortisation & impairment
Impairment of right of use assets
11
Other operating expenses
Results from operating activities
Financial income
Financial expenses
Net financing (expense) / income
Share of net profit / (loss) of associates accounted
for using the equity method
Profit/ (Loss) before income tax
Income tax (Expense) / Benefit
5
Profit / (Loss) for the period attributable to
members of the parent entity
Total other comprehensive income (net of tax)
Total comprehensive income / (loss) for the
period attributable to members of the parent
entity
Earnings per share
6
Basic earnings per share
Diluted earnings per share
31 Dec 20
6 months
$’000
31 Dec 19
6 months
$’000
30 Jun 20
12 months
$’000
22,998
16,832
39,285
15,361
14,151
29,122
1,307
1,353
2,694
254
202
374
415
364
710
1,215
1,179
2,271
523
830
1,418
261
424
771
1,074
1,007
2,078
131
182
497
980
1,104
1,817
21,521
20,796
41,752
1,477
(3,964)
(2,467)
2
-
18
(188)
(260)
(494)
(186)
(260)
(476)
174
(207)
(86)
1,465
(4,431)
(3,029)
(432)
977
474
1,033
(3,454)
(2,555)
-
-
-
1,033
(3,454)
(2,555)
0.66 cents
(2.56 cents) (1.76 cents)
0.65 cents
(2.56 cents) (1.76 cents)

The Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction with the notes to and forming part of the financial statements

Acumentis Group Limited ACN 102 320 329

Page 6

Half Year Report Period ended 31 December 2020

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Consolidated Statement of Financial Position

Notes
Current assets
Cash and cash equivalents
Term deposits
Trade and other receivables
7
Income tax receivable
Other current assets
8
Total current assets
Non-current assets
Deferred tax assets
9
Term deposits
Plant & equipment
10
Right of use assets
11
Intangible assets
12
Investments in associated companies using the
equity method
13
Total non-current assets
Total assets
Current liabilities
Trade & other payables
14
Borrowings
15
Lease liabilities
16
Employee benefits
17
Total current liabilities
Non-current liabilities
Borrowings
15
Lease liabilities
16
Deferred tax liabilities
9
Employee benefits
17
Provisions
18
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
19
Accumulated deficit
Other reserves
20
Total equity
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
3,193
1,830
1,262
-
25
36
4,058
4,673
3,039
-
-
54
2,107
895
2,059
9,358
7,423
6,450
2,386
2,818
3,324
794
794
797
743
800
683
2,948
2,580
3,425
25,640
25,562
25,569
1,202
1,114
993
33,713
33,668
34,791
43,071
41,091
41,241
3,456
2,196
2,308
1,300
1,300
2,578
1,362
1,158
1,224
4,121
4,255
3,330
10,239
8,909
9,440
1,950
2,600
2,600
2,586
2,364
2,784
-
-
4
507
471
503
182
182
128
5,225
5,617
6,019
15,464
14,526
15,459
27,607
26,565
25,782
44,477
44,477
44,477
(16,879)
(17,912)
(18,695)
9
-
-
27,607
26,565
25,782

The Consolidated Statement of Financial Position is to be read in conjunction with the notes to and forming part of the financial statements

Acumentis Group Limited ACN 102 320 329

Page 7

Half Year Report Period ended 31 December 2020

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Consolidated Statement of Changes in Equity

Notes
Balance as at 1 July 2019
Adjustment for change in
accounting policy
Loss for the six months to
31 December 2019
Shares issued
Share issue costs (net of tax)
Profit for the six months to
30 June 2020
Balance as at 30 June 2020
Share
capital
$’000
Accumulated
deficit
$’000
Other
reserves
$’000
Total
$’000
39,293
(15,006)
-
24,287
-
(351)
-
(351)
-
(3,454)
-
(3,454)
5,644
-
-
5,644
(460)
-
-
(460)
-
899
-
899
44,477
(17,912)
-
26,565
Balance as at 1 July 2020 44,477
(17,912)
-
26,565
Profit for the period -
1,033
-
1,033
Share basedpayments expense -
-
9
9
Balance as at
31 December 2020
44,477
(16,879)
9
27,607

The Consolidated Statement of Changes in Equity is to be read in conjunction with the notes to and forming part of the financial statements

Acumentis Group Limited ACN 102 320 329

Page 8

Half Year Report Period ended 31 December 2020

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Consolidated Statement of Cashflows

Notes
Cash flows from operating activities
Cash receipts from customers
Government grants received
Cash paid to suppliers and employees
Interest received
Interest paid
Dividends received
Decrease in security deposits
Income taxes refunded
Net cash provided by / (used in) operating
activities
Cash flows from investing activities
Payments for property, plant & equipment
10
Payments for intangible assets
12
Payments for investments:
Acquisition of associated entities
13
Net cash used in investing activities
Cash flows from financing activities
Shares issued
19
Borrowings received
Repayment of borrowings
Repayment of lease liabilities
Dividends paid
Net cash (used in) / provided by financing
activities
Net increase / (decrease) in cash and cash
equivalents held
Cash and cash equivalents at the beginning of the
period
Cash and cash equivalents at the end of the
period
31 Dec 20
6 months
$’000
31 Dec 19
6 months
$’000
30 Jun 20
12 months
$’000
23,274
20,307
41,483
2,320
-
629
(22,348)
(24,218)
(42,826)
2
-
18
(178)
(158)
(495)
86
-
-
25
85
98
-
445
498
3,181
(3,539)
(595)
(147)
(13)
(324)
(323)
(644)
(870)
-
(629)
(628)
(470)
(1,286)
(1,822)
-
5,010
5,010
-
2,120
2,120
(650)
(2,190)
(3,469)
(698)
(669)
(1,230)
-
-
-
(1,348)
4,271
2,431
1,363
(554)
14
1,830
1,816
1,816
3,193
1,262
1,830

The Consolidated Statement of Cashflows is to be read in conjunction with the notes to and forming part of the financial statements

Acumentis Group Limited ACN 102 320 329

Page 9

Half Year Report Period ended 31 December 2020

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Notes to the Consolidated Financial Statements

1. Significant accounting policies

Reporting entity

Acumentis Group Limited (the “Company” or “Acumentis”) is a company domiciled in Australia.

The consolidated interim financial statements of the Company as at and for the six months ended 31 December 2020 comprises the Company and its subsidiaries (together referred to as the “Consolidated Entity”).

Comparative Numbers

The Half Year Report has been formatted to include comparative numbers for both the corresponding half year as well as for the previous full year. Values are presented as follows:

  • Profit & Loss disclosures – for the 6 months to December 2020, the 6 months to December 2019 and the 12 months to June 2020.

  • Balance Sheet disclosures – as at 31 December 2020, 30 June 2020 and 31 December 2019.

Accounting Policies

The accounting policies applied by the Consolidated Entity in these consolidated financial statements are the same as those applied by the Consolidated Entity in its consolidated financial statements as at and for the year ended 30 June 2020.

Statement of compliance

The consolidated interim financial statements are general purpose financial statements which have been prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001. They should be read in conjunction with the annual report for the year ended 30 June 2020.

The consolidated financial statements were authorised for issue by the directors on 11 February 2021.

2. Revenue from operations

Revenue from rendering of services
Other income
31 Dec 20
6 months
$’000
31 Dec 19
6 months
$’000
30 Jun 20
12 months
$’000
20,675
15,718
36,666
2,323
1,114
2,619
22,998
16,832
39,285

Acumentis Group Limited ACN 102 320 329

Page 10

Half Year Report Period ended 31 December 2020

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3. Significant revenue and expense items

The Consolidated Entity has identified several items which are material due to the significance of their nature and/or amount. These are listed separately here to provide a better understanding of the financial performance of the Consolidated Entity.

Revenue
Government grants received
Insurance proceeds received
Licence termination fee
Expenses
Consultants costs associated with cyber-attack response
Redundancy and termination costs
Impairment of right of use assets (note 11)
31 Dec 20
6 months
$’000
31 Dec 19
6 months
$’000
30 Jun 20
12 months
$’000
2,320
-
1,315
-
1,095
1,095
-
-
150
-
716
791
137
234
271
131
182
497

4. Segment reporting

The Consolidated Entity’s operations and clients are located entirely in Australia and comprise only one segment being the provision of property valuations & advice.

5. Income tax

. Income tax
Reconciliation of income tax expense / (benefit) to
prima facie tax payable
Profit / (Loss) from continuing operations before tax
Prima facie income tax expense / (benefit) calculated at
26% (Dec 19 & Jun 20: 27.5%) on profit / (loss)
Non-assessable income
-
Federal Government Cashflow Boost
Increase/(decrease) in income tax expense due to:
Non-deductible expenses
-
Entertainment
-
Other expenses
Non-assessable share of (profit) / loss of associate
Adjustments for prior years
Restatement of future tax benefit1
Income tax expense / (benefit)
31 Dec 20
6 months
$’000
31 Dec 19
6 months
$’000
30 Jun 20
12 months
$’000
1,465
(4,431)
(3,029)
381
(1,219)
(833)
(13)
-
(14)
2
5
6
11
4
1
(45)
57
24
336
(1,153)
(816)
(13)
(4)
179
109
180
163
432
(977)
(474)

Note 1: Impact of reduction in tax rates from 30% to 27.5% effective 1 July 2017 (taken up on 1 July 2019), from 27.5% to 26% effective 1 July 2020 (taken up on 30 June 2020) and from 26% to 25% effective 1 July 2021 (taken up on 31 December 2020) on deferred tax balances (Note 9).

Acumentis Group Limited ACN 102 320 329

Page 11

Half Year Report Period ended 31 December 2020

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6. Earnings per share

The calculation of earnings per share for the period was calculated using the following factors:

Basic earnings per share
Profit / (loss) attributable to ordinary
shareholders of the company for the period
Issued ordinary shares at the start of the
period
Shares issued during the period
Issued number of ordinary shares at end of
the period
Weighted average number of ordinary shares
during the period
Diluted earnings per share
Profit / (loss) attributable to ordinary
shareholders of the company for the period
Weighted average number of ordinary shares
during the period
Options on issue at end of period
Antidilutive potential ordinary shares1
Performance rights on issue at end of period
Weighted average number of issued plus
potential ordinary shares during the period
31 Dec 20
6 months
31 Dec 19
6 months
30 Jun 20
12 months
$’000
$’000
$’000
1,033
(3,454)
(2,555)
Number
Number
Number
155,679,930
85,134,111
85,134,111
-
70,545,819
70,545,819
155,679,930
155,679,930
155,679,930
155,679,930
134,976,266
145,271,530
$’000
$’000
$’000
1,033
(3,454)
(2,555)
Number
Number
Number
155,679,930
134,976,266
145,271,530
2,500,000
2,500,000
2,500,000
-
(2,500,000)
(2,500,000)
1,000,000
-
-
159,179,930
134,976,266
145,271,530

Note 1: For the 6 months ended 31 December 2019 and the 12 months ended 30 June 2020, the potential ordinary shares relating to options on issue were antidilutive (decreasing the loss per share disclosed) and accordingly the diluted earnings per share for these periods do not assume conversion of the options on issue.

In the published financial reports for December 2019 and June 2020, the antidilutive potential shares were erroneously included in the diluted earnings per share calculation therefore understating the diluted loss per share.

7. Trade and other receivables

Trade receivables
Provision for expected credit losses
Other receivables
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
4,160
4,568
3,120
(160)
(82)
(214)
58
187
133
4,058
4,673
3,039

Acumentis Group Limited ACN 102 320 329

Page 12

Half Year Report Period ended 31 December 2020

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8. Other current assets

Prepaid expenses 31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
2,107
895
2,509

9. Deferred tax balances

Deferred tax assets
Employee provisions
Provision for expected credit losses
Accruals
Make good provisions
“Black hole” expenditure1
Right of use assets (lease liability minus NBV)
Other
Tax losses
Deferred tax liabilities
NBV of make good asset
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
1,055
1,000
911
40
22
59
24
35
60
45
47
35
111
131
196
250
245
153
-
1
2
1,525
1,481
1,416
861
1,337
1,908
2,386
2,818
3,324
-
-
4

Note 1 : This relates to share issue costs that, in accordance with s40-880 of the Income Tax Assessment Act 1936, are deductible for income tax over a five-year period.

Acumentis Group Limited ACN 102 320 329

Page 13

Half Year Report Period ended 31 December 2020

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10. Plant & equipment

10. Plant & equipment
Cost
Balance at 1 Jul 2019
Additions – cash
Balance at 31 Dec 2019
Balance at 1 Jan 2020
Additions – cash
Additions – non-cash
Disposals
Balance at 30 Jun 2020
Office
equipment
$’000
Furniture &
fittings
$’000
Leasehold
improvements
$’000
Total
$’000
1,983
615
433
3,031
13
-
-
13
1,996
615
433
3,044
1,996
615
433
3,044
143
9
159
311
-
-
54
54
-
(3)
(84)
(87)
2,139
621
562
3,322
Balance at 1 Jul 2020 2,139
621
562
3,322
Acquisitions 106
29
12
147
Disposals -
-
-
-
Balance at 31 Dec 2020 2,245
650
574
3,469
Accumulated depreciation
Balance at 1 Jul 2019
Depreciation charge for the period
Balance at 31 Dec 2019
Balance at 1 Jan 2020
Depreciation charge for the period
Disposals
Balance at 30 Jun 2020
1,539
387
225
2,151
137
47
26
210
1,676
434
251
2,361
1,676
434
251
2,361
130
36
82
248
-
(3)
(84)
(87)
1,806
467
249
2,522
Balance at 1 Jul 2020 1,806
467
249
2,522
Depreciation charge for the period 127
34
43
204
Disposals -
-
-
-
Balance at 31 Dec 2020 1,933
501
292
2,726
Carrying amounts
31 Dec 2019
30 Jun 2020
320
181
182
683
333
154
313
800
31 Dec 2020 312
149
282
743

Acumentis Group Limited ACN 102 320 329

Page 14

Half Year Report Period ended 31 December 2020

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11. Right of Use Assets

Cost
Balance at 1 Jul 2019
Change of accounting policy
Balance at 31 Dec 2019
Balance at 1 Jan 2020
Acquisitions
Disposals
Balance at 30 Jun 2020
Buildings
$’000
Office
equipment
$’000
Total
$’000
-
-
-
6,794
142
6,936
6,794
142
6,936
6,794
142
6,936
62
-
62
(402)
-
(402)
6,454
142
6,596
Balance at 1 Jul 2020 6,454
142
6,596
Acquisitions – non-cash 1,150
-
1,150
Disposals (232)
-
(232)
Balance at 31 Dec 2020 7,432
142
7,514
Accumulated depreciation
Balance at 1 Jul 2019
Change of accounting policy
Depreciation charge for the period
Impairment charge for the period1
Disposals
Balance at 31 Dec 2019
Balance at 1 Jan 2020
Depreciation charge for the period
Impairment charge for the period1
Disposals
Balance at 30 Jun 2020
-
-
-
2,719
61
2,780
525
24
549
182
-
182
-
-
-
3,426
85
3,511
3,426
85
3,511
566
24
590
315
-
315
(400)
-
(400)
3,907
109
4,016
Balance at 1 Jul 2020 3,907
109
4,016
Depreciation charge for the period 599
25
625
Impairment charge for the period 1 131
-
131
Disposals (205)
-
(204)
Balance at 31 Dec 2020 4,432
134
4,566
Carrying amounts
31 Dec 2019
30 Jun 2020
3,368
57
3,425
2,547
33
2,580
31 Dec 2020 2,940
8
2,948

Note 1 : The impairment charges relate to the right of use assets comprising office leases that are no longer used by the business and have been vacated by the business. There are two such leases which have now both been sub-let.

The impairment charges represents the difference between the net book value of the assets and the net present value of future expected sub-lease income.

Acumentis Group Limited ACN 102 320 329

Page 15

Half Year Report Period ended 31 December 2020

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12. Intangible assets

12. Intangible assets
Balance at 1 Jul 2019
Acquisitions
Amortisation
Impairment charge
Balance at 31 Dec 2019
Balance at 1 Jan 2020
Acquisitions
Amortisation
Balance at 30 Jun 2020
Goodwill
$’000
Customer
relationships
$’000
Computer
software
$’000
Brands &
Trademarks
$’000
Total
$’000
13,884
10,000
1,247
42
25,173
-
-
402
242
644
-
-
(206)
-
(206)
-
-
-
(42)
(42)
13,884
10,000
1,443
242
25,569
13,884
10,000
1,443
242
25,569
-
-
215
-
215
-
-
(222)
-
(222)
13,884
10,000
1,436
242
25,562
Balance at 1 Jul 2020 13,884
10,000
1,436
242
25,562
Acquisitions -
-
323
-
323
Amortisation -
-
(245)
-
(245)
Balance at 31 Dec 2020 13,884
10,000
1,514
242
25,640

Intangible asset carrying values are reviewed annually or whenever there are indications that they may be impaired. An impairment review was conducted effective 31 December 2020.

The estimated recoverable amount of intangibles is determined by way of estimating the net present values of cashflows expected to be generated by the cash generating units associated with the intangible assets.

The key assumptions and the approach to determine the value in use when estimating the recoverable amount of a cash generating unit are:

Assumption How determined

Cash flows The forecast 5-year cash flows are based on forecast results for the year ended 30 June 2021.

The 2021 forecast forms the basis of cash flows in subsequent financial years based on the following assumptions:

  • retention of major client contracts and ongoing growth in revenues of 3-4% per annum

  • no increase in overhead expenses in the first year and 3% increase in the years thereafter

  • increase in employee expenses calculated as 50-60% of the increase in revenue since the prior year

  • terminal value at the end of year 5 based on year 5 cashflows

Discount rate The discount rate adopted was a pre-tax rate of 11.8% and was based on the current risk-free interest rate and business specific risk factors, market borrowing rates and investor expected returns.

Acumentis Group Limited ACN 102 320 329

Page 16

Half Year Report Period ended 31 December 2020

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13. Investments in associated companies using the equity method

Acumentis (WA) Holdings Pty Ltd
Carrying value
Carrying value at start of period
Additional investment1
Share of comprehensive profit / (loss) for period
Dividends received
Impairment of investment
Carrying value at end of period
Reconciliation to carrying value
Net assets of Acumentis (WA) Holdings Pty Ltd
Consolidated entities share of closing net assets
Consolidated entities share of closing net assets
Unrecognised discount on acquisition
Impairment of investment
Carrying value of interest in associate
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
1,202
1,114
993
1,114
571
571
-
628
628
174
(85)
(206)
(86)
-
-
-
-
-
1,202
1,114
993
5,122
4,913
4,659
42.2%
42.2%
42.2%
2,161
2,073
1,966
(206)
(206)
(220)
(753)
(753)
(753)
1,202
1,114
993

Note 1: Effective 26 August 2019, the Consolidated Entity acquired an additional 8.4% of the existing share capital of Acumentis (WA) Holdings Pty Ltd for consideration of $221,076. Effective 13 September 2019, Acumentis (WA) Holdings Pty Ltd issued new shares to the Consolidated Entity taking its ownerships from 33.4% to 42.2% for consideration of $407,254.

14. Trade and other payables

Trade payables
Other payables and accrued expenses
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
1,412
994
1,227
2,044
1,202
1,081
3,456
2,196
2,308

15. Borrowings

5. Borrowings
Current
Short term loan
Commercial bank bills
Non-current
Commercial bank bills
Total
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
-
-
1,278
1,300
1,300
1,300
1,300
1,300
2,578
1,950
2,600
2,600
3,250
3,900
5,178

Acumentis Group Limited ACN 102 320 329

Page 17

Half Year Report Period ended 31 December 2020

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The short-term loan related to insurance premium financing and is secured against the underlying insurance policy only. The loan carried a fixed interest rate of 5.1% and was fully repaid prior to 30 June 2020. The insurance premium was not financed in the current financial year.

The commercial bank bills are secured by fixed and floating charges over the assets of the Consolidated Entity. The bank bills carry floating interest rate of BBSY + 2.6% and have a 5-year term ending 12 April 2023 with six monthly repayments amortising the balance over the term.

Balance as at 1 July 2019
Additions
Repayments
Balance as at 31 December 2019
Balance as at 1 January 2020
Repayments
Balance as at 30 June 2020
Short-term
loan
$’000
Bank bills
$’000
Total
$’000
249
5,000
5,249
2,120
-
2,120
(1,091)
(1,100)
(2,191)
1,278
3,900
5,178
1,278
3,900
5,178
(1,278)
-
(1,278)
-
3,900
3,900
Balance as at 1 July 2020 -
3,900
3,900
Additions -
-
-
Repayments -
(650)
(650)
Balance as at 31 December 2020 -
3,250
3,250

16. Lease Liabilities

6. Lease Liabilities
Current
Right of use assets
Other leases
Non-current
Right of use assets
Total
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
1,362
1,158
1,198
-
-
26
1,362
1,158
1,224
2,586
2,364
2,784
3,948
3,522
4,008

Acumentis Group Limited ACN 102 320 329

Page 18

Half Year Report Period ended 31 December 2020

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17. Employee Benefits

Current
Annual leave
Long services leave
Performance pay
Non-current
Long service leave
18. Provisions
Non-current
Make good
Movement in provisions
Balance as at 1 July 2019
Change in accounting policy
Balance as at 31 December 2019
Balance as at 1 January 2020
Utilised during period
Increase during period
Balance as at 30 June 2020
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
1,880
1,747
1,292
1,600
1,628
1,516
641
880
522
4,121
4,255
3,330
507
471
503
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
182
182
128
Operating
lease
$’000
Make good
$’000
Total
$’000
64
128
192
(64)
-
(64)
-
128
128
-
128
128
-
(8)
(8)
-
62
62
-
182
182
Balance as at 1 July 2020 -
182
182
Utilised during period -
-
-
Increase during period -
-
-
Balance as at 31 December 2020 -
182
182

Acumentis Group Limited ACN 102 320 329

Page 19

Half Year Report Period ended 31 December 2020

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19. Issued Capital

Share capital

The company recorded the following amounts within shareholders’ equity as a result of the issue of ordinary shares:

The company recorded the following amounts within shareholders’
ordinary shares:
equity as a result of the issue of
Balance as at 1 July 2019
Issued during the period1
Balance as at 31 December 2019
Issued duringtheperiod
Number of
shares
85,134,111
70,545,819
155,679,930
-
$’000
39,293
5,184
44,477
-
Balance as at 30 June 2020 155,679,930 44,477
Issued during period - -
Balance as at 31 December 2020 155,679,930 44,477
  • Note 1: On 23 August 2019, the company undertook a partially underwritten, 4 for 5 entitlements issue at 8 cents a share which was fully subscribed and resulted in the issue of 68,045,819 ordinary shares and proceeds (net of offer and placement costs) of $5,009,667 plus a future tax benefit of $174,350 resulting in an increase in share capital of $5,184,016.

A further 2,500,000 ordinary shares were issued to the underwriter and lead manager of the share offer in part consideration of the services provided.

Options

On 23 August 2019, 2,500,000 options were issued to the underwriter and lead manager of the share offer in part consideration of the services provided.

These options have an exercise price of $0.12 and an expiry date of 23 August 2023.

Performance Rights

On 15 October 2020, the Company issued 1,000,000 performance rights to the CEO as a long term incentive under the Acumentis Employee Share Plan.

The performance rights have the following vesting conditions:

  • Service Condition – the CEO must remain employed for 3 years (to finalisation of FY23 audit of the financial statements). If the service condition is not met, none of the performance rights will vest.

  • Market Condition – 50% or 500,000 performance rights will vest if the total shareholder return (“TSR”) for Acumentis is at least equal to the TSR for the ASX300 for the period 1 July 2020 to 30 June 2023.

  • Performance Condition – the remaining 500,000 performance rights will vest pro-rata based on the earnings per share of Acumentis Group Limited being between 2.4 cents and 3.2 cents for the year ended 30 June 2023.

Acumentis Group Limited ACN 102 320 329

Page 20

Half Year Report Period ended 31 December 2020

==> picture [35 x 32] intentionally omitted <==

The Board has the discretion to adjust the number of rights that ultimately vest and/or the service condition period if it forms the view that the unadjusted outcome is not appropriate to the circumstances that prevailed over the measurement period.

The Board has discretion to determine that some or all unvested rights held lapse on a specified date if allowing the rights to vest would, in the opinion of the Board, result in an inappropriate benefit to the rights holder. Such circumstances would include joining a competitor or actions that harm the Company’s stakeholders.

In the case of fraud or misconduct, all unvested rights will be forfeited.

The performance rights have been valued using a Monte Carlo simulation at $118,250 and this will be provided for over the vesting period of the rights to 30 June 2023 with adjustments made where appropriate for the likelihood of non-vesting of those rights subject to a performance condition.

Dividends

No dividends were paid by the company during the period.

20. Other Reserves

Share based payments reserve
Movement in other reserves
31 Dec 20
$’000
30 Jun 20
$’000
31 Dec 19
$’000
9
-
-
$’000
-
9
9
Balance as at 1 July 2020
Share basedpayment expense
Balance as at 31 December 2020

Acumentis Group Limited ACN 102 320 329

Page 21

Half Year Report Period ended 31 December 2020

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21. Going Concern

The Company was the subject of two cyber-attacks in the first half of calendar 2019 which resulted in a number of clients suspending utilisation of Company’s services with a resulting reduction in revenues, profits and cashflows.

During the second half of calendar 2019 and through calendar 2020, the Company has invested heavily in improving its information security stance resulting in ISO27001 and IRAP certification and has been successful in being reinstated by the majority of its clients. The Company also undertook a successful capital raise of $5.64M in August 2019.

The COVID-19 pandemic resulted in relatively small adverse impacts on revenues as a result of border restrictions and uncertainty in the economic future and hence asset values. The business had returned to largely normal trading by the third quarter of calendar 2020. The Company qualified for the first tranche of JobKeeper and this assisted in supporting the business through the period April to September 2020.

The business is now trading profitably again and has prepared detailed forecasts for the future confirming the longer term improvements to its trading performance.

Based on the improved trading, period end cash balances held and the strength of the current balance sheet, the directors are satisfied that the going concern basis of preparation is appropriate and therefore the financial information does not include any adjustments relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the company not be able to continue as a going concern.

Acumentis Group Limited ACN 102 320 329

Page 22

Half Year Report Period ended 31 December 2020

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Directors’ Declaration

In the opinion of the Directors of Acumentis Group Limited (the “company”):

  • 1) The financial statements and notes set out on pages 6 to 22, are in accordance with the Corporations Act 2001 including:

  • a) giving a true and fair view of the Consolidated Entity’s financial position as at 31 December 2020 and its performance for the half-year ended on that date; and

  • b) complying with Australian Accounting Standard AASB 134 Interim Financial Reporting; and the Corporations Act 2001

  • 2) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

Dated at Sydney this 11[th] day of February 2021.

Signed in accordance with a resolution of the directors:

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Keith Perrett Chair

Acumentis Group Limited ACN 102 320 329

Page 23

==> picture [191 x 24] intentionally omitted <==

Acumentis Group Limited

Independent auditor’s review report

Report on the Review of the Half-Year Financial Report

Conclusion

We have reviewed the accompanying half-year financial report of Acumentis Group Limited (the Company) and the entities it controlled at the half-year’s end or from time to time during the half year (the consolidated group), which comprises the consolidated statement of financial position as at 31 December 2020, 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, 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 Acumentis Group 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 31 December 2020 and of its performance for the half year ended on that date; and

  • b) complying with Australian Accounting Standard 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 Company in accordance with 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.

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s review report.

ACCOUNTANTS & ADVISORS

Sydney Office Level 29, 66 Goulburn Street Sydney NSW 2000

Responsibility of Directors 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.

Parramatta Office Level 7, 3 Horwood Place Parramatta NSW 2150

Telephone: +61 2 8263 4000 williambuck.com

==> picture [100 x 22] intentionally omitted <==

William Buck is an association of firms, each trading under the name of William Buck across Australia and New Zealand with affiliated offices worldwide. Liability limited by a scheme approved under Professional Standards Legislation. (WB013_2007)

==> picture [198 x 25] intentionally omitted <==

Auditor’s Responsibilities for the Review of the Half-Year Financial Report

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 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 .

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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William Buck

Accountants & Advisors

ABN: 16 021 300 521

==> picture [74 x 38] intentionally omitted <==

L.E. Tutt Partner

Sydney, 11 February 2021