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AVA RISK GROUP LIMITED Interim / Quarterly Report 2021

Feb 25, 2021

64466_rns_2021-02-25_291b7d23-2eec-4f75-98f1-d07f3c3a6a75.pdf

Interim / Quarterly Report

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AVA RISK GROUP LIMITED ABN 67 064 089 318 AND CONTROLLED ENTITIES

HALF-YEAR INFORMATION FOR THE SIX MONTHS ENDED 31 DECEMBER 2020 PROVIDED TO THE ASX UNDER LISTING RULE 4.2A.3

This half-year financial report is to be read in conjunction with the financial report for the year ended 30 June 2020.

Rule 4.2A.3

Appendix 4D

Half Year Report for the six months to 31 December 2020

Name of entity Ava Risk Group Limited


ABN or equivalent company reference: 67 064 089 318


1. Reporting period

Report for the half year ended: 31 December 2020


Previous corresponding periods:

Financial year ended 30 June 2020 Half-year ended 31 December 2019

2. Results for announcement to the market

Revenues from ordinary activities_(item 2.1)
up
Profit (loss) from ordinary activities after tax
attributable to members (_item 2.2
)
up
Net profit (loss) for the period attributable to
members_(item 2.3)_
up
~~/down~~
72% to
35,159,000
~~/down~~
1,071% to
11,028,000
~~/down~~
1,071% to
11,028,000
.
Results for announcement to the market
.
Results for announcement to the market
.
Results for announcement to the market
Revenues from ordinary activities_(item 2.1)
up~~/down~~
72% to
35,159,000
Profit (loss) from ordinary activities after tax
attributable to members (_item 2.2
)
up~~/down~~
1,071% to
11,028,000
Net profit (loss) for the period attributable to
members_(item 2.3)_
up~~/down~~
1,071% to
11,028,000
Dividends(item 2.4) Amount per
security
Franked amount
persecurity
Special dividend (23 October 2020)
Special dividend (10 March 2021)
Interim dividend
Final dividend
1 ¢
2 ¢
Nil ¢
Nil ¢

Nil ¢
Nil ¢
Nil ¢
Nil ¢
Previous corresponding period Nil ¢ Nil ¢
Record date for determining entitlements to the
dividend_(item 2.5)_
Special dividend – 24 September 2020
Special dividend – 10 February 2021
Brief explanation of any of the figures reported above necessary to enable the figures to be
understood_(item 2.6)_:
The special dividends reported above are unfranked.

3. Net tangible assets per security (item 3)

Net tangible asset backing per ordinary
security
Current period Previous
corresponding period
9.4 cents 3.5 cents

Rule 4.2A.3

4. Details of entities over which control has been gained or lost during the period: (item 4)

Control gained over entities

Name of entities (item 4.1)

Not applicable Date(s) of gain of control (item 4.2) Not applicable

Contribution to consolidated profit (loss) from ordinary activities after tax by the controlled entities since the date(s) in the current period on which control was acquired (item 4.3)

Profit (loss) from ordinary activities after tax of the controlled entities for the whole of the previous corresponding period (item 4.3)

$ Nil $ Nil

Loss of control of entities

Name of entities (item 4.1)

Future Fibre Technologies Europe AG Date(s) of loss of control (item 4.2) Company deregistered. Contribution to consolidated profit (loss) from ordinary $ 31,359 activities after tax by the controlled entities to the date(s) in the current period when control was lost (item 4.3). Profit (loss) from ordinary activities after tax of the ($1,419) controlled entities for the whole of the previous corresponding period (item 4.3)

Rule 4.2A.3

5. Dividends (item 5)

Special dividend

Interim dividend year ended 30 June 2020 Final dividend year ended 30 June 2020

Date of payment Total amount of dividend
23 October 2020 $2,391,795
10 March 2021 $4,832,588
N/A $ Nil
N/A $ Nil

Amount per security

Amount per
security
Franked
amount per
security at
% tax
Amount per
security of
foreign-
sourced
dividend
Total dividend:
Current year (23 October 2020)
Current year (10 March 2021)
1 ¢ Nil ¢
Nil ¢
2 ¢ Nil ¢
Nil ¢
Previous year Nil ¢ Nil ¢ Nil ¢

Total dividend on all securities

Ordinary securities_(each class separately)
Preference securities
(each class separately)
Other equity instruments
(each class_
separately)
Total
Current period $A'000 Previous
corresponding
Period-$A'000
2,392
Nil
Nil
Nil
Nil
Nil
2,392 Nil

6. Details of dividend or distribution reinvestment plans in operation are described below (item 6) :

N/A The last date(s) for receipt of election notices for N/A participation in the dividend or distribution reinvestment plan

Rule 4.2A.3

7. Details of associates and joint venture entities (item 7)

Name of associate or joint venture entity %Securities held

N/A N/A

Aggregate share of profits (losses) of associates and joint venture entities

Group’s share of associates’ and joint venture entities’: Profit (loss) from ordinary activities before tax Income tax on ordinary activities

Net profit (loss) from ordinary activities after tax Adjustments

Share of net profit (loss) of associates and joint venture entities

2020
$
2019
$
N/A N/A
N/A N/A
N/A N/A

8. The financial information provided in the Appendix 4D is based on the half year condensed financial report (attached).

9. Independent review of the financial report (item 9)

(Select appropriate option)

The financial report has been independently reviewed. The financial report is not subject to a qualified independent review statement .

10. Matters relating to a qualified independent review statement

A description of the dispute or qualification in respect of the independent review of the halfyear financial report is provided below (item 9)

N/A

Intentionally left blank

Ava Risk Group Limited (A.C.N. 064 089 318) and controlled entities

CONDENSED FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 2020

This half-year condensed financial report is to be read in conjunction with the financial report for the year ended 30 June 2020

Table of Contents

Directors’ Report ..................................................................................................................................... 1 Auditor’s Independence Declaration ....................................................................................................... 3 Interim Statement of Comprehensive Income......................................................................................... 4 Interim consolidated Statement of Financial Position ............................................................................. 5 Interim consolidated Statement of Changes in Equity ............................................................................ 6 Interim consolidated Statement of Cash Flows....................................................................................... 7 Notes to the Interim condensed consolidated half-year report ............................................................... 8 Directors’ Declaration ............................................................................................................................ 17 Independent auditor’s review report ...................................................................................................... 18

DIRECTORS’ REPORT

The directors present their report together with the condensed financial report of the consolidated entity consisting of Ava Risk Group Limited (the Company) and its controlled entities (the Group) for the half-year ended 31 December 2020 and independent review report thereon. This financial report has been prepared in accordance with AASB 134 Interim Financial Reporting .

Directors’ Names

The names of the directors in office at any time during or since the end of the half-year are:

Name Period of Directorship
D Cronin (Chairman) Appointed 10 April 2018
M Stevens (Non-Executive Director) Appointed 11 March 2015
M McGeever (Non-Executive Director) Appointed 8 August 2018
R Broomfield (Executive Director) Appointed 27 February 2008
S Basham(Executive Director) Resigned 9 July2020

The directors have been in office since the start of the financial period to the date of this report unless otherwise stated.

Review of operations

Highlights

  • Revenue from ordinary activities of $35.159 million for the 6 months to 31 December 2020 (HY2021):

  • 72% increase on HY2020 ($14.713 million) with revenues up by $9.243 million in the Services Division. Perimeter Security and Access Control contributed an additional $5.470m of sales revenue with strong revenues from the Indian Ministry of Defence Contract (MoD) and the Australian Department of Defence, despite Covid-19 delays to underlying sales;

  • Licence fees from the Indian MOD project, have contributed $7.726 million of revenue and gross margin (HY2020: $1.343 million);

  • 31 December 2020 sales orders backlog of $3.4 million (HY2020: $16.7 million), inclusive of the Indian MOD project.

Gross margin of 57% (HY2020: 49%) as a result of higher revenue margin in the International Valuable Logistics (Services) division and improved margins in the Technology division driven by favourable margin on the Indian MoD licence fee income.

Operating expenses excluding depreciation, amortisation and interest are $8.637 million (HY2020 $7.811 million).

  • Net profit from ordinary activities up to $11.028 million (HY2020: $0.942 million) driven by:

  • Increase of $4.020 million profit in Perimeter Security underpinned by the Indian MoD contract;

  • Strong demand for International Valuable Logistics services in the first six months contributing to an increase of $3.320 million profit in the Services Division; and

  • Access Control Solutions reporting a profit of $2.135 million as a result of 109% growth in revenue (HY2020: $0.611 million loss);

  • The Board declared a Special dividend of $0.01 per share, paid on 23 October 2020.

  • As at 31 December 2020, the balance sheet has net assets of $34.075 million (FY2020 $25.415 million) with no external debts or borrowings.

1

DIRECTORS’ REPORT

Events after the Balance sheet date

Dividends

On 29 January 2021, the Group announced a Special dividend of $0.02 per share on ordinary shares. The dividend has a record date of 10 February 2021 and will be paid on 10 March 2021.

Other than the changes noted above there has been no matter or circumstance, which has arisen since 31 December 2020 that has significantly affected or may significantly affect:

  • a) the operations subsequent to 31 December 2020, of the consolidated entity, or

  • b) the results of those operations, or

  • c) the state of affairs, subsequent to 31 December 2020, of the consolidated entity.

Rounding of amounts

In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, the amounts in the directors’ report and in the financial report have been rounded to the nearest one thousand dollars, or in certain cases, to the nearest dollar (where indicated).

Auditor’s independence declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 in relation to the review for the half-year is provided with this report.

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

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David Cronin Chairman 26 February 2021

2

AUDITOR’S INDEPENDENCE DECLARATION

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3

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER

Note
Revenue and other income
Revenue from contracts with customers
4
Other income
4
Less: Expenses
Cost of raw materials and consumables used
Employee benefit expenses
Research and development
Advertising and marketing
Travel and entertainment
Facilities and office
Compliance, legal, and administration
Provision for impairment of receivables
Depreciation and amortisation expenses
Finance costs
Foreign exchange losses
Other expenses


Profit for the half-year before income tax
Income tax expense

Profit for the half-year
Profit for the half-year attributable to:
Equity holders of the parent company

Other comprehensive income (loss) for the half-year, net of tax
Items that may be reclassified subsequently to profit and loss
Exchange differences on translation of foreign operations, net of tax
Total comprehensive income for the half-year

Total comprehensive income attributable to:
Equity holders of the parent company

Profit per share for loss attributable to the ordinary equity
holders of the company:
Basic earnings per share
Diluted earnings per share
Consolidated
31 Dec 2020
31 Dec 2019
$'000
$'000
35,159
20,446
613
9
35,772
20,455
(14,973)
(10,457)
(5,812)
(5,084)
(594)
(439)
(71)
(104)
(104)
(462)
(268)
(344)
(643)
(576)
133
(94)
(1,089)
(1,218)
(24)
(27)
(891)
(291)
(387)
(417)
(24,723)
(19,513)
11,049
942
(21)
-
11,028
942
11,028
942
(947)
260
10,081
1,202
10,081
1,202
Cents
Cents
4.61
0.40
4.45
0.39

The accompanying notes form part of these condensed consolidated financial statements.

4

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Note
ASSETS
Current Assets
Cash and cash equivalents
7
Receivables
Contract assets
Inventories
Other current assets
Total Current Assets
Non-Current Assets
Plant and equipment
Intangible assets
Right of use assets
Other non-current assets
Total Non-Current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Payables
Contract liabilities
Lease liabilities
Provisions
Total Current Liabilities
Non-Current Liabilities
Provisions
Lease liabilities
Contract liabilities
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
8
Accumulated losses
Reserves
TOTAL EQUITY
Consolidated
31 Dec 2020
30 Jun 2020
$'000
$'000
13,398
7,703
8,851
5,970
4,450
2,451
3,686
3,931
413
272
30,798
20,327
592
644
10,940
12,043
435
654
7
12
11,974
13,353
42,772
33,680
6,148
5,392
284
431
262
305
1,390
1,375
8,084
7,503
67
53
223
408
323
301
613
762
8,697
8,265
34,075
25,415
59,029
58,349
(21,999)
(30,635)
(2,955)
(2,299)
34,075
25,415

The accompanying notes form part of these condensed consolidated financial statements.

5

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

At 1 July 2020
Profit for the year
Other comprehensive loss
Total comprehensive income (loss) for the
year
Transactions with owners in their capacity
as owners
Dividends/distributions
Shares issued
Share issue costs
Share based payments
Total transactions with owners in their
capacity as owners
Balance at 31 December 2020
At 1 July 2019
Effect of adoption of new accounting
standards
At 1 July 2019 (restated)
Profit for the year
Other comprehensive income
Total comprehensive income for the half-
year
Transactions with owners in their capacity as
owners
Share-based payments
Total transactions with owners in their
capacity as owners
Balance at 31 December 2019
Share
Capital
Share
based
payment
Reserve
Foreign
Exchange
Translation
Reserve
Other
Equity
Reserves
Accumulated
Losses
Total
attributable
to owners
of parent
Non-
controlling
interest
Total
Equity
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
58,349
1,176
(428)
(3,047)
(30,635)
25,415
-
25,415
-
-
-
-
11,028
11,028
-
11,028
-
-
(947)
-
-
(947)
-
(947)
-
-
(947)
-
11,028
10,081
-
10,081
-
-
-
-
(2,392)
(2,392)
-
(2,392)
694
-
-
-
-
694
-
694
(14)
-
-
-
-
(14)
-
(14)
-
291
-
-
-
291
-
291
680
291
-
-
(2,392)
(1,421)
-
(1,421)
59,029
1,467
(1,375)
(3,047)
(21,999)
34,075
-
34,075
58,226
1,014
(429)
(3,047)
(35,520)
20,244
-
20,244
-
-
-
-
(57)
(57)
-
(57)
58,226
1,014
(429)
(3,047)
(35,577)
20,187
-
20,187
-
-
-
-
942
942
-
942
-
-
260
-
-
260
-
260
-
-
260
-
942
1,202
-
1,202
-
81
-
-
-
81
-
81
-
81
-
-
-
81
-
81
58,226
1,095
(169)
(3,047)
(34,635)
21,470
-
21,470

The accompanying notes form part of these condensed consolidated financial statements.

6

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALFYEAR FINANCIAL REPORT

Note
Cash flow from operating activities
Receipts from customers
Receipts from government grants
Payments to suppliers and employees
Interest received
Tax paid
Finance costs
Net cash flows from operating activities
Cash flow from investing activities
Payment for intangible assets
Payment for plant and equipment
Net cash flows used in investing activities
Cash flow from financing activities
Proceeds from share issue
Share issue expense
Dividends paid
Payment of lease liabilities
Net cash flows used in financing activities
Net increase in cash and cash equivalents
Net foreign exchange differences on cash
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
7
Consolidated
31 Dec 2020
31 Dec 2019
$’000
$’000
29,983
17,904
626
-
(22,391)
(17,199)
-
6
(13)
-
(24)
-
8,181
711
(459)
(454)
(61)
(19)
(520)
(473)
694
-
(14)
-
(2,338)
-
(147)
(169)
(1,805)
(169)
5,856
69
(161)
(27)
7,703
3,082
13,398
3,124

The accompanying notes form part of these condensed consolidated financial statements.

7

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

1. Corporate information

The consolidated financial statements of Ava Risk Group Limited and its subsidiaries (collectively, the Group) for the half-year ended 31 December 2020 were authorised for issue in accordance with a resolution of the directors on 26 February 2021. Ava Risk Group Limited (the parent) is a limited company incorporated and domiciled in Australia and whose shares are publicly traded. The registered office is located at 10 Hartnett Close, Mulgrave, Victoria 3170, Australia.

The Group is principally engaged in:

  • the provision of security technology products for perimeter intrusion detection solutions;

  • the provision of security access control products; and

  • the provision of international valuable logistics services.

2. Basis of preparation and changes to the Group’s accounting policies Report

(a) Basis of preparation

This condensed consolidated half-year financial report has been prepared in accordance with Australian Accounting Standard AASB 134 Interim Financial Reporting , as appropriate for for-profit entities, and the Corporations Act 2001 .

This condensed consolidated half-year financial report does not include all the notes of the type usually included in an annual financial report.

It is recommended that this half-year financial report be read in conjunction with the annual financial report for the year ended 30 June 2020 and any public announcements made by Ava Risk Group Limited during the half-year in accordance with any continuous disclosure obligations arising under the Corporations Act 2001 .

The half-year financial report was authorised for issue by the directors as at the date of the directors’ report.

(b) New standards, interpretation and amendments adopted by the Group

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group’s annual consolidated financial statements for the year ended 30 June 2020. There are no new standards or interpretations that are not yet effective and that would be expected to have a material impact on the Group in the current or future reporting periods.

(c) Going concern

The financial statements have been prepared on the going concern basis which assumes the Group will have sufficient cash to pay its debts as and when they become payable for a period of at least 12 months from the date the financial report was authorised for issue.

For the period ended 31 December 2020, the Group recorded a net profit after tax of $11.028 million. The Group has a net asset position of $34.075 million at reporting date inclusive of cash reserves of $13.398 million with no external debt or borrowings.

8

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

(d) Covid-19

Despite the global challenges that have come with COVID-19 pandemic, the Group has achieved a positive financial result. Management continues to assess and have a reasonable expectation that the Group has adequate resources to continue in operation for at least 12 months and that the going concern basis of accounting remains appropriate.

(e) Rounding amounts

In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, the amounts in the directors’ report and in the financial report have been rounded to the nearest one thousand dollars, or in certain cases, to the nearest dollar (where indicated).

(f) Critical accounting estimates and assumptions

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Key assumptions and estimates

(i) Impairment of tangible and intangibles assets

The Group determines whether tangible and intangible assets are impaired at least on an annual basis by evaluating whether indicators of impairment exist in relation to the continued use of the asset by the consolidated entity.

Goodwill and indefinite lived intangibles are tested for impairment on at least an annual basis. Impairment triggers include market capitalisation deficiency relative to net assets, declining product or manufacturing performance, technology changes, adverse changes in the economic or political environment or future product expectations. If an indicator of impairment exists, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s fair value less costs of disposal and its value in use (“VIU”). The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case it is tested as part of the cash generating unit (CGU) to which it belongs. When the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

An assessment is made each reporting period to determine whether there is an indicator of impairment.

The recoverable amount of the cash-generating unit is determined based on value-in-use calculations, unless there is evidence to support a higher fair value less cost of disposal.

The Group has three identifiable CGUs:

  • Perimeter security

  • Access control solutions

  • International valuable logistics

None of the CGUs had indicators of impairment and hence were not tested for impairment. No impairments were recognised for the period (2020: Nil).

(ii) Capitalisation of development costs

Judgement is required where expenditure meets the definition of development.

(iii) Amortisation of intangible assets

Judgement is required to assess the useful economic life of intangible assets. Intangible assets, including capitalised development costs that have a finite life are amortised on a systematic basis over the expected life of the asset and cease at the earlier of the date that the asset is classified as held for sale and the date that the asset is derecognised.

9

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

3. Related party transactions

The Consolidated Entity purchased consulting services from Pierce Group Asia Pte Ltd a related entity through Chairman and Non-Executive Director, David Cronin, for $124,983 (HY2020: $151,616). Accounts payable balance at 31 December 2020 totals $46,500 (HY2020: $43,559). The terms of these arrangements were on an arm’s length basis in the normal course of business.

With the exception of the above, there have been no other related party transactions other than those between the Company and its subsidiaries during the half-year ended 31 December 2020.

4. Revenue and other income

Revenue from contracts with customers
Revenue from sales of goods
Revenue from licence fees
Revenue from provision of services(1)
Total revenue from contracts with customers
Other income
Interest
Government Grants and incentives
Other income
Total other income
Total Revenues and other income
Timing of revenue recognition
Goods transferred at a point in time
Services transferred over time(1)
Total revenue form contracts with customers
Consolidated
31 Dec 2020
31 Dec 2019
$'000
$'000
8,514
8,971
7,726
1,343
18,919
10,132
35,159
20,446
-
6
602
-
11
3
613
9
35,772
20,455
16,240
10,314
18,919
10,132
35,159
20,446

(1) Includes services revenues form Technology Division and Services Division.

10

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

5. Segment information

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments has been identified as the Board of Directors of Ava Risk Group Limited.

The Group’s segments were based on three separately identifiable products.

The Group operates in perimeter security, access control solutions and international valuable logistics, which are its reportable segments. These divisions offer different products and services and are managed separately because they require different technology and marketing strategies.

The following summary describes the operations of each reportable segment:

Product type Reportable segment Operations
Technology Perimeter Security Global leader in fibre optic intrusion detection systems;
perimeter intrusions, oil and gas pipeline third party
interference and data network tapping and tampering.
Access Control Systems
Providing secure, reliable smart card reader and card
systems, biometric solutions, electric locking and access
control products.
Services International Valuable Global provider of secure international logistics of high-risk
Logistics valuables, precious metals and currency.

Management have considered the geographical entity-wide disclosures required as per AASB 8 Operating Segments. Segment information for the reporting period is as follows:

(a) Reportable segments

(a) Reportable segments

31 Dec 2020
Perimeter
Security
Access
Control
Solutions
International
Valuable
Logistics
Eliminations Total
$’000 $’000 $’000 $’000 $’000
Revenue and other income
External customers 12,477 4,265 18,417 - 35,159
Intersegment revenue 151 107 150 (408) -
12,628 4,372 18,567 (408) 35,159
Other income 498 38 77 - 613
Interest Income 13 206 - (219) -
511 244 77 (219) 613
Segment revenue and
other income
13,139 4,616 18,644 (627) 35,772
Depreciation and
amortisation expenses
(473) (497) (119) - (1,089)
Finance costs (20) (17) (206) 219 (24)
Income tax (21) - - - (21)
EBITDA 5,971 2,443 3,748 - 12,162
Segment operating
profit
5,470 2,135 3,423 - 11,028

11

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

TES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR
ANCIAL REPORT
TES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR
ANCIAL REPORT
31 Dec 2019
Perimeter
Security
Access
Control
Solutions
International
Valuable
Logistics
Eliminations
Total
$’000
$’000
$’000
$’000
$’000
Revenue and other income
External customers 9,233
2,039
9,174
-
20,446
Intersegment revenue 519
-
-
(519)
-
9,752
2,039
9,174
(519)
20,446
Other income 3
-
-
-
3
Interest Income 54
6
-
(54)
6
57
6
-
(54)
9
Segment revenue
and other income
9,809
2,045
9,174
(573)
20,455
Depreciation and
amortisation expenses

(525)
(394)
(299)
-
(1,218)
Finance costs (20)
(59)
(2)
54
(27)
Income tax -
-
-
-
-
EBITDA 1,941
(164)
404
-
2,181
Segment operating
profit
1,450
(611)
103
-
942

Inter-segment revenues are eliminated upon consolidation and reflected in the ‘Eliminations’ column .

(b)
Geographic information
Australia
APAC (excluding Australia)
Europe
India
MENA
United States of America
Rest of world
Total external revenue by region
Consolidated
31 Dec 2020
31 Dec 2019
$'000
$'000
4,719
1,952
82
789
15,488
8,506
8,144
2,385
687
1,356
2,560
5,160
3,479
298
35,159
20,446

In the half-year ended 31 December 2020, three customers generated revenues representing 10% or more for the Group. (HY2020, no customers).

12

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

(c)
Non-current operating assets
Australia
United Arab Emirates
Rest of world
Total non-current assets by region
(d)
Reconciliation of non-current assets
Non-current operating assets by region
Customer contracts intangible assets(1)
Other non-current assets
Total non-current assets
Consolidated
31 Dec 2020
30 Jun 2020
$'000
$'000
9,584
10,193
1,337
1,681
1,046
1,225
11,967
13,099
11,967
13,099
-
242
7
12
11,974
13,353

Non-current assets for this purpose consist of property, plant and equipment, right of use assets and intangible assets.

(1) Customer contracts of $242k have been excluded from the geographical split (Nil in 31 December 2020) as the asset is composed of customers from Australia and a variety of geographical regions.

6. Dividends

Cash dividends to the equity holders of the parent:
Dividends on ordinary shares declared and paid:
Special dividend: 1 cent per share paid on 23 October 2020
31 Dec 2020
31 Dec 2019
$'000
$'000
2,392
-

On 29 January 2021, the Group announced a Special dividend of $0.02 per share on ordinary shares. The proposed dividend of $4,832,588 is expected to be paid out on 10 March 2021 and was not recognised as a liability at period end (See note 12. Subsequent Events).

7. Cash and cash equivalents

Consolidated 31 Dec 2020 30 Jun 2020 $'000 $'000 Cash at bank and on hand 13,398 7,703

13

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

8. Contributed equity

. Contributed equity
(a)
Ordinary shares
Ordinary share capital, issued and fully paid
(b)
Ordinary shares on issue
At 1 July 2020
At 31 December 2020
(c)
Movement in ordinary shares
At 1 July 2020
Share issue
Share issue costs
At 31 December 2020
Consolidated
31 Dec 2020
30 Jun 2020
$'000
$'000
59,029
58,349
Number of
shares
$'000
235,365,568
58,349
241,379,402
59,029
235,365,568
58,349
6,013,834
694
-
(14)
241,379,402
59,029

During the half-year ended 31 December 2020, the Group issued 6,013,834 shares representing the equity-settled share-based payment transactions.

9. Contingencies

The Ava Global performance plan which previously expired on 1 February 2021 has been renegotiated and extended. It allows for senior employees of Ava Global to share in a pooled allocation of up to 32.7% of the equity exit value of Ava Global in excess of USD$5.3 million. In addition, the plan provides for a shared annual bonus pool of 32.7% of the net profits above USD$372,500 that the Ava Global business unit generates for its shareholders after allowing for deduction of the bonus pool amount itself, and any other expenses, costs or taxes. The incentives are payable in cash. The performance plan expires if the executive resigns or their employment is terminated by the Company on or before 30 June 2021. Otherwise, the performance plan terminates on 30 June 2021. Other than the changes noted above, there are no changes to the contingent liabilities disclosed in the 30 June 2020 financial statements.

10. Share-based payments

(a)
Expense arising from equity-settled share-based payment
transactions
Performance rights
Share options
Total equity-settled share-based payment expense
Consolidated
31 Dec 2020
31 Dec 2019
$'000
$'000
203
81
88
-
291
81

14

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

(b) Performance rights held

Performance rights held
Date
granted
Expiry date
Exercise
Price ($)
Balance at
start of
period
Granted
during the
period
Forfeited
and other
movements
during the
period
Unvested and
unexercisable
balance at the
end of the
period
1/07/2018
1/07/2020
$0.00
1/07/2018
1/07/2021
$0.00
1/07/2018
1/07/2020
$0.00
1/07/2018
1/07/2021
$0.00
23/09/2019
31/08/2021
$0.00
23/09/2019
31/08/2022
$0.00
28/10/2019
31/08/2021
$0.00
28/10/2019
31/08/2022
$0.00
31/10/2019
31/08/2021
$0.00
31/10/2019
31/08/2022
$0.00
31/10/2019
1/09/2020
$0.00
29/10/2020
31/08/2022
$0.00
29/10/2020
31/08/2023
$0.00
30/10/2020
31/08/2022
$0.00
30/10/2020
31/08/2023
$0.00
Total
112,972
-
(112,972)
-
112,972
-
-
112,972
84,176
-
(84,176)
-
84,176
-
-
84,176
528,558
-
(367,144)
161,414
528,561
-
(367,146)
161,415
468,939
-
(79,171)
389,768
468,942
-
(79,173)
389,769
339,667
-
(289,732)
49,935
339,669
-
(289,734)
49,935
600,000
-
(600,000)
-
-
176,709
-
176,709
-
176,710
-
176,710
-
426,059
-
426,059
-
426,059
-
426,059
3,668,632
1,205,537
(2,269,248)
2,604,921

During the half-year ended 31 December 2020, the Company granted performance rights as part of remuneration to senior executives and key employees. The vesting conditions of the performance rights are based on key performance metrics and objectives being met. The fair value of the performance rights was based on a Black Scholes option pricing model.

CEO and Executive Director Robert Broomfield, was issued 353,419 performance rights, following approval of the shareholders at the AGM on 29 October 2020. The performance rights have a nil exercise price and are split into two equal tranches, one vesting on 31 August 2022, with the second vesting on 31 August 2023.

Senior management were issued a total of 852,118 performance rights. The performance rights have a nil exercise price and are split into two equal tranches, one vesting on 31 August 2022, with the second vesting on 31 August 2023.

The weighted average fair value of the performance rights granted during the six months ended 31 December 2020 was $0.65.

(c) Share options held

Outstanding at the beginning of the year
Options granted during the period
Options exercised during the period
Forfeited during the period
Outstanding and exercisable at the end of the period
Weighted average exercise price
31 Dec 2020
30 Jun 2020
Number
Number
8,200,000
11,325,000
500,000
-
(5,199,938)
-
(62)
(3,125,000)
3,500,000
8,200,000
$0.19
$0.16

During the six months ended 31 December 2020, the Company granted 500,000 options to the former CEO and Executive Director Scott Basham. The exercise price is $0.15. The fair value of the options was based on a Black Scholes option pricing model. The options are split into two equal tranches, one vesting

15

NOTES TO THE INTERIM CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL REPORT

on 31 December 2020 and the second vesting on 30 June 2021. Both tranches have an expiry date of 31 December 2021.

11. Fair value of financial instruments

The carrying amounts and estimated fair values of the Group’s financial instruments recognised in the financial statements and notes to the condensed financial report are materially the same.

12. Subsequent events

Dividends

On 29 January 2021, the Group announced a Special dividend of $0.02 per share on ordinary shares. The dividend of $4,832,588 will be paid on 10 March 2021.

Other than the changes noted above there has been no matter or circumstance, which has arisen since 31 December 2020 that has significantly affected or may significantly affect:

  • d) the operations subsequent to 31 December 2020, of the consolidated entity, or

  • e) the results of those operations, or

  • f) the state of affairs, subsequent to 31 December 2020, of the consolidated entity.

16

DIRECTORS’ DECLARATION

In the Directors’ opinion:

  • (a) The directors declare that the financial statements and notes set out on pages 4 to 16 are in accordance with the Corporations Act 2001 including :

(i) Complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 , and other mandatory professional reporting requirements; and

  • (ii) Giving a true and fair view of the financial position of the consolidated entity as at 31 December 2020 and of its performance for the half-year ended on that date.

  • (b) There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

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

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David Cronin Chairman

26 February 2021

17

INDEPENDENT AUDITOR’S REVIEW

I

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18

INDEPENDENT AUDITOR’S REVIEW REPORT

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