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ADISYN LTD Annual Report 2025

Aug 28, 2025

64342_rns_2025-08-28_7ab50325-504e-4d0a-98f0-864d75c5c123.pdf

Annual Report

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Adisyn Ltd and its controlled entities Appendix 4E Preliminary final report

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1. Company details

Name of entity: Adisyn Ltd ABN: 30 155 473 304 Reporting period: For the year ended 30 June 2025 Previous period: For the year ended 30 June 2024

2. Results for announcement to the market

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----- Start of picture text -----

30 June 2025 30 June 2024 Change Change
$ $ $ %
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$ $ $ %
Revenues from continuing ordinary activities 3,274,358 5,495,434 (2,221,076) (40%)
Loss from continuing ordinary activities after tax attributable to the
owners of Adisyn Ltd (6,427,992) (1,427,677) 5,000,315 350%

Dividends

There were no dividends paid, recommended or declared during the current financial period.

3. Net tangible assets

Net tangible assets per ordinary security
Reporting
period
Cents
1.25
Previous
period
Cents
0.57
4. Control gained over entity

Name of entities (or group of entities)
2D Generation Ltd

Date control gained
9 January 2025

$

Contribution of 2DG Generation Ltd to the reporting entity's (loss) from ordinary activities before income tax during the period (1,400,001)

5. Loss of control over entities

Not applicable.

6. Dividends

Current period

There were no dividends paid, recommended or declared during the current financial period.

Previous period

There were no dividends paid, recommended or declared during the previous financial period.

Adisyn Ltd and its controlled entities Appendix 4E Preliminary final report

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7. Audit qualification or review

The financial statements are in the process of being audited. Audited financial statements will be released in September 2025.

8. Attachments

The Preliminary Report of Adisyn Ltd for the year ended 30 June 2025 is attached.

9. Signed

Signed _________ Blake Burton Managing Director

Date: 29 August 2025

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Adisyn Ltd and its controlled entities

ABN 30 155 473 304

Preliminary Financial Report - 30 June 2025

Adisyn Ltd and its controlled entities

Preliminary Consolidated statement of profit or loss and other comprehensive income For the year ended 30 June 2025

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Note 30 June 2025 30 June 2024
$ $
Revenue from continuing operations
Revenue
Other income
Expenses
Cost of goods sold
Selling and distribution expenses
Administrative expenses
Impairment of assets
Share-based payments
Other operating expenses
Research and development expenses
Finance costs
Loss before income tax expense from continuing operations
Income tax expense
Loss after income tax expense from continuing operations
Loss after income tax expense from discontinued operations
Loss after income tax expense for the year attributable to the owners of Adisyn Ltd
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Other comprehensive income for the year, net of tax
Total comprehensive income for the year attributable to the owners of Adisyn Ltd
Total comprehensive income for the year is attributable to:
Continuing operations
Discontinued operations
3,274,358
336,563
(1,632,869)
(283,818)
(1,355,524)
-
(2,045,064)
(3,586,977)
(1,026,953)
(107,708)
5,495,434
1,534,328
(2,288,104)
(93,319)
(750,164)

(773,121)
(95,771)
(4,116,379)
-
(340,581)
(6,427,992)
-
(1,427,677)

-
(6,427,992)
(2,870,607)
(1,427,677)
(270,818)
(9,298,599)
131,159
(1,698,495)
(2,590)
131,159 (2,590)
(9,167,440) (1,701,085)
(6,296,833)
(2,870,607)
(1,430,267)
(270,818)
(9,167,440) (1,701,085)
(9,167,440) (1,701,085)

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

1

Adisyn Ltd and its controlled entities Preliminary Consolidated statement of profit or loss and other comprehensive income For the year ended 30 June 2025

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Cents Cents
Earnings per share for loss from continuing operations attributable to the owners of
Adisyn Ltd
Basic earnings per share (1.35) (1.42)
Diluted earnings per share (1.35) (1.42)
Earnings per share for loss from discontinued operations attributable to the owners of
Adisyn Ltd
Basic earnings per share (0.62) (0.27)
Diluted earnings per share (0.62) (0.27)
Earnings per share for loss attributable to the owners of Adisyn Ltd
Basic earnings per share (1.97) (1.69)
Diluted earnings per share (1.97) (1.69)

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

2

Adisyn Ltd and its controlled entities Preliminary Consolidated statement of financial position As at 30 June 2025

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Note 30 June 2025 30 June 2024
$ $
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Inventory
Other assets
Assets of disposal groups classified as held for sale
Total current assets
Non-current assets
Right-of-use assets
Property, plant and equipment
Intangibles
Other assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Lease liabilities
Other liabilities
Borrowings
Provisions
Liabilities directly associated with assets classified as held for sale
Total current liabilities
Non-current liabilities
Lease liabilities
Borrowings
Provisions
Other liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
6,959,562
343,033
4,513
86,467
299,141
741,078
11,860
173,419
7,393,575
204,102
1,225,498
1,596,412
7,597,677 2,821,910
61,500
2,450,261
36,914,461
23,305
1,667,130
936,894
1,179,449
105,600
39,449,527 3,889,073
47,047,204 6,710,983
530,144
259,189
86,356
-
-
132,899
1,039,069
232,932
732,701

293,117

563,794
113,699
1,008,588
-
2,975,312

189,785
1,008,588 3,165,097
29,147
-
68,663
-
1,104,455

244,362
49,286

74,311
97,810 1,472,414
1,106,398 4,637,511
45,940,806 2,073,472
46,730,519
20,478,052
(21,267,765)
11,324,454
2,718,184
(11,969,166)
45,940,806 2,073,472

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

3

Adisyn Ltd and its controlled entities Preliminary Consolidated statement of changes in equity For the year ended 30 June 2025

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Issued Share-based Translation Accumulated Total equity
payment
capital reserve reserve losses
$ $ $ $ $
Balance at 1 July 2023
Loss after income tax expense for the year
Other comprehensive income for the year, net of
tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Contributions of equity, net of transaction costs
Share-based payments
Conversion of convertible notes and interest
shares
Issue of shares related to business combination -
Attained acquisition
Balance at 30 June 2024
10,067,297
-
-
2,695,875
-
-
(8,640)
-
(2,590)
(10,270,671)
(1,698,495)
-
2,483,861
(1,698,495)
(2,590)
-
699,167
92,230
289,121
176,639
-
-
33,539
-
-
(2,590)
-
-
-
-
(1,698,495)
-
-
-
-
(1,701,085)
699,167
125,769
289,121
176,639
11,324,454 2,729,414 (11,230) (11,969,166) 2,073,472
Issued Share-based Translation Accumulated Total equity
payment
capital reserve reserve losses
$ $ $ $ $
Balance at 1 July 2024
Loss after income tax expense for the year
Other comprehensive income for the year, net of
tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Contributions of equity, net of transaction costs
Share-based payment
Issue of shares related to business combination -
2DG acquisition
Issue of shares to KMP
Exercise of options
Conversion of performance rights
Balance at 30 June 2025
11,324,454
-
-
2,729,414
-
-
(11,230)
-
131,159
(11,969,166)
(9,298,599)
-
2,073,472
(9,298,599)
131,159
-
10,994,646
896,148
23,100,000
267,146
110,625
37,500
-
2,619,793
1,148,916
13,860,000
-
-
-
131,159
-
-
-
-
-
-
(9,298,599)
-
-
-
-
-
-
(9,167,440)
13,614,439
2,045,064
36,960,000
267,146
110,625
37,500
46,730,519 20,358,123 119,929 (21,267,765) 45,940,806

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

4

Adisyn Ltd and its controlled entities Preliminary Consolidated statement of cash flows For the year ended 30 June 2025

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30 June 2025 30 June 2024
$ $
Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
Receipts from other income
Interest and other finance costs paid
Net cash used in operating activities
Cash flows from investing activities
Net of cash acquired from business combination
Payments for property, plant and equipment
Proceeds from disposal of business
Proceeds from disposal of property, plant and equipment
Net cash from/(used in) investing activities
Cash flows from financing activities
Proceeds from issue of shares
Share issue transaction costs
Proceeds from borrowings
Repayment of borrowings
Repayment of lease liabilities
Net cash from/(used in) financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Cash and cash equivalents at the end of the financial year
4,079,257
(8,290,132)
225,545
(95,581)
5,439,487
(6,996,765)
1,030,171
(222,284)
(4,080,911) (749,391)
(402,032)
(1,027,980)
310,546
160,496
-
(51,211)
-
852,432
(958,970) 801,221
14,628,625
(1,105,874)
-
(1,448,180)
(374,269)
698,000
(10,800)

793,538
(757,713)
(1,152,520)
11,700,302 (429,495)
6,660,421
299,141
(377,665)
676,806
6,959,562 299,141

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

5

Adisyn Ltd and its controlled entities Notes to the preliminary consolidated financial statements 30 June 2025

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Note 1. Basis of preparation

The financial report is preliminary financial report which:

  • has been prepared in accordance with ASX Listing Rule 4.3A.

  • has been derived from the unaudited consolidated Annual Report which has been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB').

  • has been prepared on historical basis, unless otherwise stated.

  • is presented with values rounded to the nearest dollars in accordance with ASIC Legislative Instrument 2016/191, unless otherwise stated.

  • is presented in Australian dollars, which is the functional currency of the Group. The Group has a subsidiary operating in United Kingdom.

  • adopts all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant to the Group and effective for reporting periods starting on or before 1 July 2023.

  • does not early adopt any new Accounting Standards and Interpretations that have been issued or amended but are not yet effective, unless otherwise stated.

The Preliminary Financial Report does not include all the disclosures of the type normally included in the Annual Report. Accordingly, the unaudited Preliminary Financial Report should be read in combination with the Annual Report for the year ended 30 June 2024 and any public announcements issued by the Company in accordance with the continuous disclosure requirements of the Corporations Act 2001 .

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive income, investment properties, certain classes of property, plant and equipment and derivative financial instruments.

Critical accounting estimates

The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2 .

6

Adisyn Ltd and its controlled entities Notes to the preliminary consolidated financial statements 30 June 2025

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Note 1. Basis of preparation (continued)

The un-audited Preliminary Financial Report has been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business.

As disclosed in the financial statements, the Group incurred a loss of $9,298,599 (Company 30 June 2024: $1,698,495) and had net cash outflows from operating of $4,080,911 (Company 30 June 2024: $749,391) and investing activities outflow of $958,970 (Company 30 June 2024: inflow $801,221) respectively for the year ended 30 June 2025. As at that date, the Group had net assets of $45,940,806 (Company 30 June 2024: $2,073,472). The ability of the Group to continue as a going concern is principally dependent upon the ability of the Group to secure funds by raising additional capital from equity markets and managing cash flows in line with available funds.

The Group has the ability to reduce forecast expenditure if required and it is anticipated that additional capital can be raised in the future if required. The financial report has been prepared on a going concern basis which assumes that the Company will continue to pay its debts as and when they fall due. The validity of this assumption depends on:

· The Company’s ability to raise additional capital as required; and

· The Company’s ability to generate cash flows from the successful operations of its primary activities.

Should the Group be unable to maintain sufficient funding as outlined above, there is material uncertainty whether or not the Company will be able to continue as a going concern and therefore, whether it will realise its assets and extinguish its liabilities and commitments in the normal course of business and at the amounts stated in the financial report. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Group not continue as a going concern.

The Directors believe that the Group will be successful in the above matters and accordingly, have prepared the preliminary financial report on a going concern basis. At this time, the Directors are of the opinion that no asset is likely to be realised for an amount less than the amount at which it is recorded in the financial report at 30 June 2025.

Note 2. Critical accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Share-based payment transactions

The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity.

Allowance for expected credit losses

The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include recent sales experience and historical collection rates.

Goodwill and other indefinite life intangible assets

The Group tests annually, or more frequently if events or changes in circumstances indicate impairment, whether goodwill and other indefinite life intangible assets have suffered any impairment, in accordance with the accounting policy stated in . The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations require the use of assumptions, including estimated discount rates based on the current cost of capital and growth rates of the estimated future cash flows.

7

Adisyn Ltd and its controlled entities Notes to the preliminary consolidated financial statements 30 June 2025

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Note 2. Critical accounting judgements, estimates and assumptions (continued)

Customer Contracts

The customer contracts are acquired in a business combination, estimate their fair value at the acquisition date. The management has involves using valuation techniques such as the income approach, which requires assumptions about discount rates of 21% to amortise the customer contracts over three years.

Business combinations

As discussed in , business combinations are initially accounted for on a provisional basis. The fair value of assets acquired, liabilities and contingent liabilities assumed are initially estimated by the Group taking into consideration all available information at the reporting date. Fair value adjustments on the finalisation of the business combination accounting are retrospective, where applicable, to the period the combination occurred and may have an impact on the assets and liabilities, depreciation and amortisation reported.

Discontinued Operations

In preparing the preliminary financial report, management has made several key judgments and estimates regarding the classification and measurement of discontinued operations. These include:

Classification as Discontinued Operations : Management determined that the sale of the Miner Hosting Services Business represents a strategic shift that will have a major effect on the company’s operations and financial results. This judgment was based on the division’s contribution to total revenues and assets.

Measurement of Assets : The assets were measured at the lower of their carrying amount and fair value less costs to sell. This required significant judgment in estimating the fair value of the division’s assets, including property, plant, and equipment, and intangible assets.

Timing of Recognition : The decision to classify the Miner Hosting Services Business as held for sale was made when management committed to a plan to sell the asset, and it was available for immediate sale in its present condition. The sale was expected to be completed within one year from the date of classification.

Presentation and Disclosure : The results of the Miner Hosting Services Business division have been presented separately in the income statement as discontinued operations. The major classes of assets and liabilities of the division have been presented separately in the balance sheet. Additional disclosures include the nature of the discontinued operations, the major classes of assets and liabilities, and the financial effects of the disposal.

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