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ADSLOT LTD. — Annual Report 2007
Aug 30, 2007
64306_rns_2007-08-30_84aa1e76-3187-4861-bf45-48234433699d.pdf
Annual Report
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Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
| 1 | Details of the reporting period and the previous corresponding period. | ||
|---|---|---|---|
| Reporting Period Financial Year ending |
30 June 2007 | ||
| Previous Corresponding Period Financial Year ending |
30 June 2006 | ||
| 2 | Results for announcement to the market | ||
| 2.1 | The amount and percentage change up or down from the previous corresponding period of revenue from | ||
| ordinary activities. | |||
| Revenue from ordinary activities $ |
8,406,407 | ||
| Previous corresponding period $ |
1,677,775 | ||
| Percentage change up or down from the previous corresponding | |||
| period of revenue from ordinary activities % |
401.04% | ||
| 2.2 | The amount and percentage change up or down from the previous corresponding period of profit (loss) | ||
| from ordinary activities after tax attributable to members. | |||
| Loss from ordinary activities after tax $ |
(1,238,349) | ||
| Previous corresponding period $ |
(4,185,111) | ||
| Percentage change up or down from the previous corresponding | |||
| period of loss from ordinary activities after tax | |||
| attributable to members. % |
70.41% | ||
| 2.3 | The amount and percentage change up or down from the previous corresponding period of net profit | ||
| (loss) for the period attributable to members. | |||
| Profit (loss) attributable to members $'000 |
(1,238,349) | ||
| Previous corresponding period $'000 |
(4,185,111) | ||
| Percentage change up or down from the previous corresponding | |||
| period of net loss for the period | |||
| attributable to members. % |
70.41% |
2.4 The amount per security and franked amount per security of final and interim dividends or a statement that it is not proposed to pay dividends.
No dividends proposed relating to the reporting period
Page 1 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
2.5 The record date for determining entitlements to the dividends (if any).
Not applicable
2.6 A brief explanation of any of the figures in 2.1 to 2.4 necessary to enable the figures to be understood.
Significant features of Operating Performance
Ansearch Limited (Ansearch) is an online media company listed on the Australian Stock Exchange (ASX:ANH). The Ansearch group of companies generates revenue by selling advertising space on a growing network of search engines, portals and popular websites.
Ansearch specialises in delivering sponsored search, display and rich media advertising to Australian audiences. The Company originally provided this suite of products and services through its own search and directory websites, and has since extended its network and audience reach to include the distribution of advertising to third-party Australian, US and UK based search engines, websites and recently third party advertising networks.
Ansearch has continued to build on the distribution, partnership and joint venture opportunities that were in place previously or which became opportunities during the financial year.
One key matter reported on in the 2006 annual report, that of the delinquency of the $800,000 consideration for disposal of 65% equity in subsidiary Optum ES Pty Ltd, remains an action in the Supreme Court of Western Australia. No other significant litigation is on foot.
During the period under review, the Company entered into some significant arrangements as detailed below:
■ Ansearch group company soush Pty Ltd secured exclusive representation of www.NZS.com – New Zealand’s premier locally owned search engine and directory;
■ Ansearch launched ‘adsvalue’, the contextual search advertising platform that enables advertisers to purchase keyword targeted display;
■ Ansearch signed with US online media firm Findology to manage the Australia audiences for more than 300 of its global search engine partnerships;
■ Ansearch made a non-renounceable entitlement issue to shareholders on a 1:4 basis with 1 free 10c option attaching to each Entitlement Share taken up. The funds are to be used for growth of core businesses, acquisitions and technology development and support of cash flow requirements.
■ Ansearch presented at Ad-Tech Interactive Marketing Conference in Sydney and New York ■ Ansearch and Google entered into a landmark agreement to become involved in Google’s AdSense for search programme which enables Ansearch users to have access to Google’s targeted keyword advertising;
■ Ansearch acquired Webfirm, a leading WA based web development and search engine optimization business leading to significant expansion in its involvement in
■ the provision of fully integrated online services to site owners, publishers and agencies;
■ Searchtown and Yahoo! Search Marketing entered into a partnership for distribution of search advertising to key global markets;
■ Ansearch and Jayde Online Inc entered into a joint venture whereby Ansearch will produce an Australian version of the SiteProNews website and will shre content and monetization of Jayde’s large Australian readership.
With the Company’s key technology and commercial relationships now firmly established, coupled with the support of proprietary business processes and systems, the focus of the Company today is to drive aggressive revenue growth to take the business through to sustained and growing profitability.
Ansearch is now well on track to become the leading independent online media company in Australia, by using its proprietary business model, technology and processes to generate the maximum amount of advertising revenue, at the highest possible yield, in the shortest possible timeframe.
Page 2 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
3 A consolidated income statement together with notes to the statement, prepared in compliance with AASB 101.
Income Statement For the year ended 30 June 2007
| Notes Revenue from continuing ordinary activities 2 Cost of sales Depreciation and amortisation expenses Borrowing costs Salaries and emplyment related costs (including contractors) Marketing costs Share based payment expense Lease - rental premises Provision for impairment of assets ASX fees Legal fees Travel expenses Domain names and licences Audit and accountancy fees Other expenses from ordinary activities Loss before Income Tax Expense - 3 Income tax expense 4 Loss from continuing operations Profit from discontinued operations Loss for the year Loss attributable to minority interest Loss attributable to members of Ansearch |
Consolidated 2007 2006 $ $ 8,406,407 1,677,775 (4,229,194) (893,322) (30,300) (29,817) (131) (18,085) (2,682,084) (1,636,554) (498,411) (309,668) (520,074) (1,959,929) (181,799) (95,300) (30,870) (5,334) (142,773) (189,615) (18,383) (125,210) (221,808) (68,204) (42,272) (3,070) (125,489) (85,875) (921,168) (681,246) (1,238,349) (4,423,454) - - (1,238,349) (4,423,454) - 132,282 (1,238,349) (4,291,172) - 106,061 (1,238,349) (4,185,111) |
Consolidated 2007 2006 $ $ 8,406,407 1,677,775 (4,229,194) (893,322) (30,300) (29,817) (131) (18,085) (2,682,084) (1,636,554) (498,411) (309,668) (520,074) (1,959,929) (181,799) (95,300) (30,870) (5,334) (142,773) (189,615) (18,383) (125,210) (221,808) (68,204) (42,272) (3,070) (125,489) (85,875) (921,168) (681,246) (1,238,349) (4,423,454) - - (1,238,349) (4,423,454) - 132,282 (1,238,349) (4,291,172) - 106,061 (1,238,349) (4,185,111) |
|---|---|---|
| (4,423,454) - |
||
| (4,423,454) 132,282 (4,291,172) 106,061 |
||
| (4,185,111) |
The above consolidated income statement should be read in conjunction with the accompanying notes
Page 3 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
4 A consolidated balance sheet together with notes to the statement. The balance sheet may be condensed but must report as line items each significant class of asset, liability, and equity element with appropriate sub-totals.
| Balance Sheet As at 30 June 2007 Notes Current Assets Cash and Cash Equivalents Assets 5 Trade Receivables 6 Other 7 Total Current Assets Non Current Assets Property Plant & Equipment 8 Intangible Assets 9 Total Non Current Assets TOTAL ASSETS Current Liabilities Payables 10 Other 11 Total Current Liabilities TOTAL LIABILITIES NET ASSETS Equity Contributed Equity 12 Other reserves 13 Accumulated Losses 14 TOTAL EQUITY |
Consolidated 2007 2006 $ $ 3,159,520 1,389,763 3,414,008 608,179 123,145 3,927 6,696,673 2,001,869 347,043 52,716 4,982,843 250,000 5,329,886 302,716 12,026,559 2,304,585 3,254,019 925,988 2,460,000 321,399 5,714,019 1,247,387 5,714,019 1,247,387 6,312,540 1,057,198 31,670,587 25,696,970 3,405,553 2,885,479 (28,763,600) (27,525,251) 6,312,540 1,057,198 |
Consolidated 2007 2006 $ $ 3,159,520 1,389,763 3,414,008 608,179 123,145 3,927 6,696,673 2,001,869 347,043 52,716 4,982,843 250,000 5,329,886 302,716 12,026,559 2,304,585 3,254,019 925,988 2,460,000 321,399 5,714,019 1,247,387 5,714,019 1,247,387 6,312,540 1,057,198 31,670,587 25,696,970 3,405,553 2,885,479 (28,763,600) (27,525,251) 6,312,540 1,057,198 |
|---|---|---|
| 2,001,869 | ||
| 52,716 250,000 |
||
| 302,716 | ||
| 2,304,585 | ||
| 925,988 321,399 |
||
| 1,247,387 | ||
| 1,247,387 | ||
| 1,057,198 | ||
| 25,696,970 2,885,479 (27,525,251) |
||
| 1,057,198 |
The above consolidated balance sheet should be read in conjunction with the accompanying notes
Page 4 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
- 5 a) A statement of changes in equity together with notes to the statement. The statement of changes in equity may be condensed but must comply with the disclosure requirements of AASB 101
| Statement of Changes in Equity For the year ended 30 June 2007 Notes Total equity at the beginning of the financial year Increase in Employee share based expense reserve Net income and expenses recognised directly in equity Loss for the financial year attributable to members of the company Loss attributable to minority interest Total recognised income and expenses for the year Transactions with equity holders in their capacity as equity holders: Contributions of equity, net of transaction costs Change in minority interests from disposals Total equity at the end of the financial year |
Consolidated 2007 2006 $ $ 1,057,198 (872,636) 520,074 1,959,929 520,074 1,959,929 (1,238,349) (4,185,111) - (106,061) (1,238,349) (4,291,172) 5,973,617 4,025,549 - 235,528 6,312,540 1,057,198 |
Consolidated 2007 2006 $ $ 1,057,198 (872,636) 520,074 1,959,929 520,074 1,959,929 (1,238,349) (4,185,111) - (106,061) (1,238,349) (4,291,172) 5,973,617 4,025,549 - 235,528 6,312,540 1,057,198 |
|---|---|---|
| 1,959,929 | ||
| 1,959,929 | ||
| (4,185,111) (106,061) |
||
| (4,291,172) | ||
| 4,025,549 235,528 |
||
| 1,057,198 |
The above statement of changes in equity should be read in conjunction with the accompanying notes
Page 5 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
- 5 A cash flow statement together with notes to the statement. The cash flow statement may be condensed but must report as line items each significant form of cash flow and comply with the disclosure requirements of AASB 107 Cash Flow Statements, or for foreign entities, the equivalent foreign accounting standard.
Cash Flow Statement For the year ended 30 June 2007
| Notes Cash flows from operating activities Receipts from trade and other debtors (inclusive of GST) Interest received Payments to trade creditors, other creditors and employess (inclusive of GST) Interest paid Net cash outflow from operating activities 15 Cash flows from investing activities Payments for property plant and equipment Payments for controlled entities, net of cash acquired Proceeds from sale of subsidiaries net of cash sold Net cash outflow from investing activities Cash flows from financing activities Repayment of convertible note Net proceeds from issue of shares Net cash inflow from financing activities Net increase (decrease) in cash held Cash at the beginning of the financial year Cash at the end of the financial year 5 |
Consolidated 2007 2006 $ $ 5,951,825 1,510,752 28,900 12,846 (7,016,821) (4,113,292) (131) (18,085) (1,036,227) (2,607,779) (231,218) (20,043) (1,574,173) (250,000) - (123,943) (1,805,391) (393,986) (222,242) - 4,833,617 4,025,549 4,611,375 4,025,549 1,769,757 1,023,784 1,389,763 365,979 3,159,520 1,389,763 |
Consolidated 2007 2006 $ $ 5,951,825 1,510,752 28,900 12,846 (7,016,821) (4,113,292) (131) (18,085) (1,036,227) (2,607,779) (231,218) (20,043) (1,574,173) (250,000) - (123,943) (1,805,391) (393,986) (222,242) - 4,833,617 4,025,549 4,611,375 4,025,549 1,769,757 1,023,784 1,389,763 365,979 3,159,520 1,389,763 |
|---|---|---|
| (2,607,779) | ||
| (20,043) (250,000) (123,943) |
||
| (393,986) | ||
| - 4,025,549 |
||
| 4,025,549 | ||
| 1,023,784 365,979 |
||
| 1,389,763 |
The above statements of cash flows should be read in conjunction with the accompanying notes
Page 6 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
1. Summary of Accounting Policies
Statement of compliance
The preliminary final report has been prepared in accordance with ASX Listing Rule 4.3A, the disclosure requirements of ASX Appendix 4E, the Corporations Act 2001, Accounting Standards and Urgent Issues Group Interpretations and complies with other requirements of the law. Accounting Standards include Australian equivalents to International Financial Reporting Standards (A-IFRS). Compliance with A-IFRS ensures that the consolidated financial statements and notes of the consolidated entity comply with International Financial Reporting Standards (IFRS).
The preliminary final report does not include notes of the type normally included in an annual report and should be read in conjunction with the 30 June 2006 Annual Financial Report.
Basis of Preparation
The preliminary final report is to be read in conjunction with the 2006 annual report, the December 2006 half-year report and any public announcements made by Ansearch Limited and its controlled entities during the year in accordance with the continuous disclosure obligation arising under the ASX Listing Rules.
The preliminary final report has been prepared on the basis of historical cost. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.
The accounting policies and methods of computation adopted in the preparation of the preliminary final report are consistent with those adopted and disclosed in the company’s 2006 Annual Financial Report for the year ended 30 June 2006.
2. Revenue
| Notes Revenue Sales revenue Interest revenue Gain on settlement of convertible note Sundry Income Expenses Net losses and expenses Loss before income tax includes the following specific expenses: Amortisation - Leasehold improvements Depreciation - Plant & equipment Borrowing costs Interest and finance charges paid/payable Other charges against assets Impairment of assets |
Consolidated 2007 2006 $ $ 8,339,694 1,636,198 28,900 12,846 37,758 - 55 28,731 8,406,407 1,677,775 Consolidated 2007 2006 $ $ (6,777) (12,354) (23,523) (37,900) (131) (18,085) (30,870) (5,334) |
Consolidated 2007 2006 $ $ 8,339,694 1,636,198 28,900 12,846 37,758 - 55 28,731 8,406,407 1,677,775 Consolidated 2007 2006 $ $ (6,777) (12,354) (23,523) (37,900) (131) (18,085) (30,870) (5,334) |
|---|---|---|
| (37,900) | ||
| (18,085) | ||
| (5,334) |
3. Expenses
Page 7 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
4. Income tax
| Income tax | ||
|---|---|---|
| Numerical reconciliation of income tax expense to prima facie tax payable Operating loss before income tax expense Tax at the Australian tax rate of 30% (2006: 30%) Tax effect of amounts which are not deductible (taxable) in calculating taxable income Other non-allowable items Share options expenses during the year Deferred tax assets in relation to tax losses not recognised Income tax expense |
Consolidated 2007 2006 $ $ (1,238,349) (4,423,454) (371,505) (1,327,036) - 192,322 156,022 587,979 (215,483) (546,735) 215,483 546,735 - - |
|
| (1,327,036) 192,322 587,979 |
||
| (546,735) 546,735 |
||
| - |
5. Current assets - Cash assets
| 5. Current assets - Cash assets | ||
|---|---|---|
| Cash at bank and on hand 6. Current assets - Trade receivables Trade debtors Less: Bad debt reserve Other receivables Impairment of other receivables |
Consolidated 2007 2006 $ $ 3,159,520 1,389,763 Consolidated 2007 2006 $ $ 3,128,178 574,305 (96,737) - 3,031,441 574,305 1,182,567 833,874 (800,000) (800,000) 3,414,008 608,179 |
|
| 574,305 833,874 (800,000) |
||
| 608,179 |
Page 8 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
7. Current assets - Other
| GST receivable Prepayments Non-current assets - Property, plant and equipment Leasehold Improvements At cost Less: Accumulated amortisation Plant and Equipment At cost Less: Accumulated depreciation Office Equipment At cost Less: Accumulated depreciation Total written down value of property, plant and equipment |
Consolidated 2007 2006 $ $ 114,396 - 8,749 3,927 123,145 3,927 Consolidated 2007 2006 $ $ 149,079 60,622 (42,318) (35,541) 106,761 25,081 62,780 24,737 (15,801) (6,043) 46,979 18,694 230,094 28,292 (36,791) (19,351) 193,303 8,941 347,043 52,716 |
Consolidated 2007 2006 $ $ 114,396 - 8,749 3,927 123,145 3,927 Consolidated 2007 2006 $ $ 149,079 60,622 (42,318) (35,541) 106,761 25,081 62,780 24,737 (15,801) (6,043) 46,979 18,694 230,094 28,292 (36,791) (19,351) 193,303 8,941 347,043 52,716 |
|---|---|---|
| 25,081 | ||
| 24,737 (6,043) |
||
| 18,694 | ||
| 28,292 (19,351) |
||
| 8,941 | ||
| 52,716 |
8. Non-current assets - Property, plant and equipment
Page 9 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
9. Non-current assets - Intangible assets
| Goodwill At cost Intellectual Property At cost Less: Accumulated amortisation Domain name At cost Less: Accumulated amortisation Total written down value of intangible assets 10. Current liabilities - Payables Trade payables Employee benefits Other creditors 11. Current liabilities - Other Webfirm acquisition consideration balance Convertible notes PAYG, GST and superannuation 12. Contributed equity Balance at the beginning of the year Issue of shares by the Group Balance at the end of the financial year 13. Other reserves Share based payment option reserve Balance at the beginning of the year Share based payment option expense Balance at the end of the financial year |
Consolidated 2007 2006 $ $ 4,532,843 - 3,887,328 3,687,328 (3,687,328) (3,687,328) 200,000 - 250,000 250,000 - - 250,000 250,000 4,982,843 250,000 Consolidated 2007 2006 $ $ 2,948,601 585,903 144,199 34,187 161,219 305,898 3,254,019 925,988 Consolidated 2007 2006 $ $ 2,460,000 - - 260,000 - 61,399 2,460,000 321,399 Consolidated 2007 2006 $ $ 25,696,970 21,671,421 5,973,617 4,025,549 31,670,587 25,696,970 Consolidated 2007 2006 $ $ 2,885,479 925,550 520,074 1,959,929 3,405,553 2,885,479 |
Consolidated 2007 2006 $ $ 4,532,843 - 3,887,328 3,687,328 (3,687,328) (3,687,328) 200,000 - 250,000 250,000 - - 250,000 250,000 4,982,843 250,000 Consolidated 2007 2006 $ $ 2,948,601 585,903 144,199 34,187 161,219 305,898 3,254,019 925,988 Consolidated 2007 2006 $ $ 2,460,000 - - 260,000 - 61,399 2,460,000 321,399 Consolidated 2007 2006 $ $ 25,696,970 21,671,421 5,973,617 4,025,549 31,670,587 25,696,970 Consolidated 2007 2006 $ $ 2,885,479 925,550 520,074 1,959,929 3,405,553 2,885,479 |
|---|---|---|
| 2,885,479 |
Page 10 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
14. Accumulated losses
| Accumulated losses | ||
|---|---|---|
| Accumulated losses at the beginning of the financial year Net loss attributable to members of the Group Accumulated losses at the end of the financial year |
Consolidated 2007 2006 $ $ (27,525,251) (23,340,140) (1,238,349) (4,185,111) (28,763,600) (27,525,251) |
|
| (27,525,251) |
15. Reconciliation of operating loss after income tax to net cash inflow from operating activities
| Operating loss after income tax Depreciation and amortisation Impairment of assets Gain on settlement of convertible note Profit on sale of subsidiary Share based payments Change in operating assets and liabilities Trade and other debtors Other assets Trade, other creditors, employee benefits and other provisions Net cash outflow from operating activities |
Consolidated 2007 2006 $ $ (1,238,349) (4,291,172) 30,300 29,817 30,870 - (37,758) - - 431,493 520,074 1,959,929 (2,291,187) (374,871) (119,218) 278,441 2,069,041 (641,416) (1,036,227) (2,607,779) |
Consolidated 2007 2006 $ $ (1,238,349) (4,291,172) 30,300 29,817 30,870 - (37,758) - - 431,493 520,074 1,959,929 (2,291,187) (374,871) (119,218) 278,441 2,069,041 (641,416) (1,036,227) (2,607,779) |
|---|---|---|
| (2,607,779) |
Page 11 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
16. Segment reporting
Primary Reporting - Business Segments
| Segment Revenue Year ended 30 June 2007 Year ended 30 June 2006 Segment Result Year ended 30 June 2007 Year ended 30 June 2006 |
Information Technology 854,261 124,063 (2,419,187) (2,410,358) |
Ansearch 6,090,920 738,644 1,820,336 (1,378,570) |
Online Media 1,696,800 851,396 (608,627) (396,183) |
Inter segment Eliminations (235,574) (36,328) (30,871) - |
Consolidated 8,406,407 |
|---|---|---|---|---|---|
| 1,677,775 | |||||
| (1,238,349) | |||||
| (4,185,111) |
17. Discontinued Operations
Optum Australia Pty Ltd and Health IT (Australia)
Financial information relating to the above operations from 1 July 205 to 31 October 2005 (date of disposal) is set out below:
| Financial performance Revenue Expenses Net profit for the period Outside equity interest Income tax expense Net attributable to members of Ansearch Limited Retained losses lost to the group Profit from subsidiary sold |
Year ended 30 June 2007 $ - - - - - - - - |
1 July 2005 to 31 Oct 2005 $ 446,687 (420,804) |
|---|---|---|
| 25,883 (6,729) - |
||
| 19,154 | ||
| (689,501) | ||
| (670,347) |
Financial information relating to the financial position of the Pathology Technology business on disposal date (31 October 2005) is set out below:
| Carrying amounts of assets and liabilities Cash at bank Trade debtors Property, plant and equipment Total assets Trade creditors Loans Provision for employee entitlements Total liabiities Net assets Net cash inflows on disposal Cash and cash equivalents consideration Less: cash and cash equivalents balances disposed of Reflected in the cash flow |
30 June 2007 $ - - - - - - - - - - - - |
Disposal Date 31 Oct 2005 $ 123,944 122,967 24,141 |
|---|---|---|
| 271,052 725,685 399,520 67,285 |
||
| 1,192,490 | ||
| (921,438) | ||
| 1 (123,944) |
||
| (123,943) |
Page 12 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
18. Business Combinations
Enedia Pty Ltd
On 1 July 2006 Ansearch Limited acquired all of the assets and liabilities of Enedia Pty Ltd, a business solutions company specialising in working with website owners by focusing on specific components of their online marketing techniques to maximise the overall contribution to net revenue.
The purchase consideration was determined by the financial performance of Enedia (based on an EBIT calculation) and was to take the form of shares issued in Ansearch Limited. This calculation concluded on 30 June 2007, where the value of the purchase consideration was determined to be $nil. The value of the liabilities assumed by Ansearch Limited (as shown below at $80,801) is capped at $50,000.
Details of net assets acquired and goodwill are as follows:
| Purchase consideration Fair value of net identifiable assets acquired: Cash and cash equivalents Property plant and equipment Payables Employee benefit liabilities (inc. superannuation) Borrowings Net identifiable assets acquired Goodwill |
Acquiree's carrying amount $ 292 3,997 (10,786) (12,740) (61,562) (80,799) |
Fair value $ 292 3,997 (10,786) (12,740) (61,562) (80,799) |
1 July 2006 $ - (80,799) |
|---|---|---|---|
| 80,799 |
The directors have assessed the Goodwill balance in accordance with AASB 136 "Impairment of Assets" and have assessed the amount to be fully impaired and have written the Goodwill balance off during the year.
Webfirm Pty Ltd and Searchworld Pty Ltd
On 31 May 2007 Ansearch Limited acquired all of the assets and liabilities of Webfirm Pty Ltd and Searchworld Pty Limited ("Webfirm") a premier website design and online media company operating in Perth.
The purchase consideration was made up of cash and equity and payable in three tranches as follows:
| Tranch 1 paid 31 May 2007 Cash Equity - 15,000,000 fully paid ordinary share @ 7.6 cents per share Tranch 2 payable 1 July 2007 Cash Equity - Number of shares to equal a fair value of $360,000 Tranch 3 payable 31 October 2007 Cash Transaction costs Total consideration Monthly cash earn out payments based on July to Oct EBIT performance estimated at |
$ 1,500,000 1,140,000 1,000,000 360,000 1,000,000 100,000 216,829 |
|---|---|
| 5,316,829 |
Page 13 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
Notes to Sections 3, 4 & 5.
18. Business Combinations (cont.)
Webfirm Pty Ltd and Searchworld Pty Ltd (cont.)
Details of net assets acquired and goodwill are as follows:
| Details of net assets acquired and goodwill are as follows: | |||
|---|---|---|---|
| Purchase consideration Fair value of net identifiable assets acquired: Cash and cash equivalents Trade debtors Property plant and equipment Intellectual property Payables Employee benefit liabilities (inc. superannuation) Net identifiable assets acquired Goodwill |
Acquiree's carrying amount $ 142,364 514,661 89,412 - (79,985) (82,447) 584,005 |
Fair value $ 5,459,193 142,364 514,642 89,412 200,000 (79,985) (82,447) 783,986 |
31 May 2007 $ 5,316,829 783,986 |
| 4,532,843 |
Intellectual property consisted of domain names and customer contracts.
19. Post Balance Date Events
On 9 July 2007 Ansearch formally announced the launch of a subsidiary in the USA.
On 24 August 2007 the Company announce the allotment of 126,563,009 fully paid ordinary shares after the successful completion of the Entitlement Issue offered to shareholders in January this year.
Page 14 of 18
Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
- 6 Details of individual and total dividends or distributions and dividend or distribution payments. The details must include the date on which each dividend or distribution is payable and (if known) the amount per security of foreign sourced dividend or distribution.
No payments made
- 7 Details of any dividend or distribution reinvestment plans in operation and the last date for the receipt of an election notice for participation in any dividend or distribution reinvestment plan.
No plans approved
8 A statement of retained earnings showing movements.
See Statement of Changes in Equity
| 9 | Net tangible assets per security with the comparative figure for the previous corresponding period. | Net tangible assets per security with the comparative figure for the previous corresponding period. | Net tangible assets per security with the comparative figure for the previous corresponding period. |
|---|---|---|---|
| Reporting Period | Cents | 1.20 | |
| Previous Corresponding Period | Cents | 0.28 | |
| 10 | Details of entities over which control has been gained or lost during the period. | ||
| 10.1 | Name of the entity. | ||
| Enedia Pty Ltd | |||
| Searchworld Pty Ltd | |||
| Net assets and operations of Webfirm Pty Ltd | |||
| 10.2 | The date of the gain or loss of control. | ||
| Enedia Pty Ltd | 1-Jul-06 | Control Gained | |
| Searchworld Pty Ltd | 1-Jun-07 | Control Gained | |
| Net assets and operations of Webfirm Pty Ltd | 1-Jun-07 | Control Gained |
10.3 Where material to an understanding of the report – the contribution of such entities to the reporting entity’s profit from ordinary activities during the period and the profit or loss of such entities during the whole of the previous corresponding period.
| Enedia Pty Ltd Searchworld Pty Ltd Acquired operations of Webfirm Pty Ltd |
2007 $ (93,155) 66,978 241,683 215,506 |
2006 $ - - - |
|---|---|---|
| - |
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Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
11 Details of associates and joint venture entities including the following.
- 11.1 Name of the associate or joint venture entity.
Not applicable
11.2 Details of the reporting entity’s percentage holding in each of these entities. Not applicable
11.3 Where material to an understanding of the report - aggregate share of profits (losses) of these entities, details of contributions to net profit for each of these entities, and with comparative figures for each of these disclosures for the previous corresponding period. Reporting Period $'000 N/A Previous Corresponding Period $'000 N/A 12 Any other significant information needed by an investor to make an informed assessment of the entity’s financial performance and financial position.
Refer to explanatory notes below
- 13 For foreign entities, which set of accounting standards is used in compiling the report (e.g. International Accounting Standards).
Not applicable
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Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
14 A commentary on the results for the period. The commentary must be sufficient for the user to be able to compare the information presented with equivalent information for previous periods. The commentary must include any significant information needed by an investor to make an informed assessment of the entity’s activities and results, which would include but not be limited to discussion of the following.
14.1 The earnings per security and the nature of any dilution aspects.
| Consolidated | Consolidated | |
|---|---|---|
| 2007 | 2006 | |
| Cents | Cents | |
| Basic earnings per share | (0.28) | (1.46) |
| Diluted earnings per share | N/a | N/a |
| Weighted average number of shares used as the denominator | ||
| Weighted average number of shares used as the denominator in | 448,167,181 | 294,458,350 |
| calculating basic earnings per share | ||
| Diluted Earnings per share | ||
| Weighted average number of shares used as the denominator in | ||
| calculating diluted earnings per share | (i) | (i) |
| (i) Not materially different to basic earnings per share |
14.2 Returns to shareholders including distributions and buy backs.
None made
14.3 Significant features of operating performance.
Refer to section 2.6
14.4 The results of segments that are significant to an understanding of the business as a whole.
Refer to note 16
14.5 A discussion of trends in performance.
Refer to section 2.6
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Appendix 4E
Preliminary final report
Ansearch Limited ABN 70 001 287 510 and controlled entities
14.6 Any other factors which have affected the results in the period or which are likely to affect results in the future, including those where the effect could not be quantified.
Refer to section 2.6
15 A statement as to whether the report is based on accounts which have been audited or subject to review, are in the process of being audited or reviewed, or have not yet been audited or reviewed The preliminary final report is based on accounts which are in the process of being audited by Horwath Melbourne Assurance Services Pty Ltd.
16 If the accounts have not yet been audited or subject to review and are likely to be subject to dispute or qualification, a description of the likely dispute or qualification.
At the date of this report, there is neither any dispute with the auditor nor any likelihood that the accounts will be subject to qualification.
17 If the accounts have been audited or subject to review and are subject to dispute or qualification, a description of the dispute or qualification.
No dispute or qualification known at the date of lodgement of this report.
==> picture [159 x 53] intentionally omitted <==
(Director)
Glenn Ridge
Print Name 31st August 2007
Date
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