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CLEANSPACE HOLDINGS LIMITED — Interim / Quarterly Report 2021
Feb 24, 2021
64711_rns_2021-02-24_04f2287a-2c8f-4bbe-8415-a02c88f2f858.pdf
Interim / Quarterly Report
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CleanSpace Holdings Limited and its controlled entities Appendix 4D Half-year report
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1. Company details
Name of entity: CleanSpace Holdings Limited ABN: 91 150 214 636 Reporting period: For the half-year ended 31 December 2020 Previous period: For the half-year ended 31 December 2019
2. Results for announcement to the market
| 2. Results for announcement to the market |
||||
|---|---|---|---|---|
| $ | ||||
| Revenues from ordinary activities | up | 445.6% | to | 39,697,127 |
| Profit from ordinary activities after tax attributable to the owners of | ||||
| CleanSpace Holdings Limited | up | n/a | to | 13,039,091 |
| Profit for the half-year attributable to the owners of CleanSpace Holdings | ||||
| Limited | up | n/a | to | 13,039,091 |
Dividends
There were no dividends paid, recommended or declared during the current financial period.
Comments
The profit for the consolidated entity after providing for income tax amounted to $13,039,091 (31 December 2019: loss of $1,274,318).
3. Net tangible assets
Net tangible assets per security
| 31 | Dec 2020 31 Dec 2019 | Dec 2020 31 Dec 2019 |
|---|---|---|
| Cents | Cents | |
| 0.55 | 0.03 |
Notes
The Group adopted AASB 16 Leases on 1 July 2019. As a result, the Group has recognised significant lease liabilities and right-of-use assets on the balance sheet. The net tangible assets used in the net tangible assets per security calculation for both periods includes both the right-of-use assets and lease liabilities.
Total number of securities used in the net tangible assets per security calculation includes all classes of shares on issue at the end of each respective period.
4. Control gained over entities
Not applicable.
5. Loss of control over entities
Not applicable.
CleanSpace Holdings Limited and its controlled entities Appendix 4D Half-year report
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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.
7. Dividend reinvestment plans
Not applicable.
8. Details of associates and joint venture entities
Not applicable.
9. Foreign entities
Details of origin of accounting standards used in compiling the report:
Not applicable.
10. Audit qualification or review
Details of audit/review dispute or qualification (if any):
The financial statements were subject to a review by the auditors and the review report is attached as part of the Interim Report.
11. Attachments
Details of attachments (if any):
The Interim Report of CleanSpace Holdings Limited for the half-year ended 31 December 2020 is attached.
12. Signed
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Signed …………………………………….
Date: 24 February 2021
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CleanSpace Holdings Limited and its controlled entities ABN 91 150 214 636
Interim Report - 31 December 2020
CleanSpace Holdings Limited and its controlled entities Contents 31 December 2020
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| CleanSpace Holdings Limited and its controlled entities Contents 31 December 2020 |
|
|---|---|
| Directors' report | 2 |
| Auditor's independence declaration | 5 |
| Statement of profit or loss and other comprehensive income | 6 |
| Statement of financial position | 7 |
| Statement of changes in equity | 8 |
| Statement of cash flows | 9 |
| Notes to the financial statements | 10 |
| Directors' declaration | 15 |
| Independent auditor's review report to the members of CleanSpace Holdings Limited | 16 |
General information
The financial statements cover CleanSpace Holdings Limited as a consolidated entity consisting of CleanSpace Holdings Limited and the entities it controlled at the end of, or during, the half-year. The financial statements are presented in Australian dollars, which is CleanSpace Holdings Limited's functional and presentation currency.
CleanSpace Holdings Limited is a listed public Company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:
Unit 5, 39 Herbert Street St Leonards NSW 2065 Australia
A description of the nature of the consolidated entity's operations and its principal activities are included in the Directors' report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of Directors, on 24 February 2021.
1
CleanSpace Holdings Limited and its controlled entities Directors' report 31 December 2020
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The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'consolidated entity') consisting of CleanSpace Holdings Limited (referred to hereafter as the 'Company' or 'parent entity') and the entities it controlled at the end of, or during, the half-year ended 31 December 2020.
Directors
The names of the directors in office at any time during, or since the end of, the period are:
| Name | Position | |
|---|---|---|
| Dr Ronald Weinberger | Non-Executive Director and Chair | |
| Dr Alexandra Birrell | Executive Director and Chief Executive Officer | |
| Dan Kao | Executive Director and Director of Operations | |
| Craig Lawn | Non-Executive Director | |
| William Highland | Non-Executive Director | |
| Clement Doherty | Non-Executive Director | Resigned 28 August 2020 |
Directors have been in office since the start of the period to the date of this report unless otherwise stated.
Principal Activities
The principal activities of the Group are the design, manufacture and sale of respirators and related products and services.
Dividends
There were no dividends paid, recommended or declared during the current or previous half year.
Review of operations
The profit for the consolidated entity after providing for income tax amounted to $13,039,091 (31 December 2019: loss of $1,274,318).
A summary of the results for the half year is below:
| A summary of the results for the half year is below: | |||
|---|---|---|---|
| Six months ended 31 December 2020 |
Six months ended 31 December 2019 |
Change | |
| $ | $ | $ | |
| Revenue from sales of goods and services | 39,697,127 | 7,263,049 | 32,434,078 |
| EBITDA | 19,090,614 | (1,039,434) | 20,130,048 |
| Profit after tax | 13,039,091 | (1,274,318) | 14,313,409 |
Sales for the period were $39,697,127. This compares with sales of $7,263,049 in the prior corresponding period. Gross profit was $31,063,839 compared with $4,921,108 in the prior corresponding period. Gross margin as a percentage of sales was 78% compared with 68% in the prior corresponding period. The increase in sales and gross margin was driven by increasing sales of healthcare products and accessories, largely as a result of the COVID-19 pandemic.
All categories of expenses increased. Significant growth was seen in the following categories:
-
Employee benefits expense increased due to increased headcount and pay rises effective 1 July 2020.
-
Marketing and sales expenses increased 43% as result of increased activity to grow sales.
-
Legal and Professional fees increased by 1454%, mainly attributable to costs associated with the IPO.
-
Administration and Other operating expenses increased by 123%. This category includes administration and general expenses which grew as activity increased across the business.
-
Depreciation expense increased as a result of additional premises leased during the period.
2
CleanSpace Holdings Limited and its controlled entities Directors' report 31 December 2020
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Reconciliation of results with the prospectus
On 29 September 2020 the Company issued a Prospectus for its Initial Public Offering (IPO) seeking to raise $20 million of new capital through the issuance of 4,535,147 shares at $4.41 per share. The Company’s shares commenced trading on the ASX on 23 October 2020.
The prospectus contained a financial forecast for the period ended 31 December 2020. Actual revenue was $7.9 million higher than the Prospectus statutory forecast for the half year ended 31 December 2020. The gross profit margin was 78%, 4% above the prospectus forecast of 74%. The combination of higher revenue and gross margins led to higher than forecast EBITDA and net profit after tax.
EBITDA and net profit after tax. |
||
|---|---|---|
| Six months ended 31 December 2020 |
||
| Prospectus $ million |
Actual $ million |
|
| Revenue | 31.8 | 39.7 |
| Gross Profit margin | 74% | 78% |
| EBITDA | 11.0 | 19.1 |
The statutory EBITDA of $19.1 million was impacted by one-off costs associated with the IPO of $1.2 million.
Cash and Cash equivalents (including term deposits) at 31 December 2020 totalled $46,462,493 compared with $10,320,490 at 31 December 2019. The cash on hand provides a strong balance sheet for the company to continue to execute its growth strategies.
Significant transactions and events for the current period
The following significant transactions and events affected the financial performance and financial position of the Group for the half year ended 31 December 2020:
Initial Public Offering
Effective 23 October 2020, the Company was officially listed on the Australian Stock Exchange. The listing was pursuant to an IPO through which new equity of $19,999,998 was raised. Refer to the Review of Operations in this report for further information.
COVID-19
The COVID-19 pandemic with ongoing waves of infection has driven demand for personal protective equipment.
New facility
The business opened up a new facility in St Leonards, NSW, Australia which increased production capacity.
Subsequent events
No matters or circumstances have arisen since the end of the period which have significantly affected or may significantly affect the operations of the Group, the result of those operations, or the State of affairs of the Group in future years .
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this Directors' report.
3
CleanSpace Holdings Limited and its controlled entities Directors' report 31 December 2020
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This report is made in accordance with a resolution of Directors, pursuant to section 306(3)(a) of the Corporations Act 2001.
On behalf of the Directors
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Dr Ronald Weinberger 24 February 2021
4
CleanSpace Holdings Limited
Auditors 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:
-
a) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review, and
-
b) no contraventions of any applicable code of professional conduct in relation to the review.
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PKF
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SCOTT TOBUTT PARTNER
24 FEBRUARY 2021 SYDNEY, NSW
PKF(NS) Audit & Assurance Limited Partnership ABN 91 850 861 839
Liability limited by a scheme approved under Professional Standards Legislation
Sydney Level 8, 1 O’Connell Street Sydney NSW 2000 Australia GPO Box 5446 Sydney NSW 2001 p +61 2 8346 6000 f +61 2 8346 6099
Newcastle 755 Hunter Street Newcastle West NSW 2302 Australia PO Box 2368 Dangar NSW 2309 p +61 2 4962 2688 f +61 2 4962 3245
PKF(NS) Audit & Assurance Limited Partnership is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm or firms. For office locations visit www.pkf.com.au
CleanSpace Holdings Limited and its controlled entities Statement of profit or loss and other comprehensive income For the half-year ended 31 December 2020
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| Note Revenue from sale of goods and services 2 Cost of sales Gross profit Other income 3 Employee benefits expense Marketing and sales expenses Research, development and intellectual property expenses Legal and professional fees Administration and other operating expenses Depreciation, amortisation and impairment expenses Operating profit/(loss) Finance Income - Interest Finance Costs Profit/(loss) before income tax expense Income tax expense Profit/(loss) after income tax expense for the half-year attributable to the owners of CleanSpace Holdings Limited Other comprehensive income Items that may be reclassified subsequently to profit or loss Foreign currency translation Other comprehensive income for the half-year, net of tax Total comprehensive income for the half-year attributable to the owners of CleanSpace Holdings Limited |
Consolidated 31 Dec 2020 31 Dec 2019 $ $ 39,697,127 7,263,049 (8,633,288) (2,341,941) 31,063,839 4,921,108 47,011 5,116 (5,807,732) (3,017,459) (1,817,198) (1,273,158) (717,618) (663,391) (1,612,145) (103,721) (2,021,708) (906,901) (722,210) (197,836) 18,412,239 (1,236,242) 25,998 28,985 (55,680) (67,061) 18,382,557 (1,274,318) (5,343,466) - 13,039,091 (1,274,318) 2,616 1,221 2,616 1,221 13,041,707 (1,273,097) |
|---|---|
| 31,063,839 | |
| 47,011 (5,807,732) (1,817,198) (717,618) (1,612,145) (2,021,708) (722,210) |
|
| 18,412,239 25,998 (55,680) |
|
| 18,382,557 (5,343,466) |
|
| 13,039,091 2,616 |
|
| 2,616 | |
| 13,041,707 |
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
6
CleanSpace Holdings Limited and its controlled entities Statement of financial position As at 31 December 2020
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| Note Assets Current assets Cash and cash equivalents Trade and other receivables Financial assets 4 Inventories Other assets Total current assets Non-current assets Property, plant and equipment Right-of-use assets 6 Deferred tax Total non-current assets Total assets Liabilities Current liabilities Trade and other payables Contract liabilities Borrowings 5 Lease liabilities 6 Income tax Employee benefits Provisions Total current liabilities Non-current liabilities Borrowings 5 Lease liabilities 6 Deferred tax Employee benefits Total non-current liabilities Total liabilities Net assets Equity Issued capital 7 Reserves Retained profits/(accumulated losses) Total equity |
Consolidated 31 Dec 2020 30 Jun 2020 $ $ 42,432,861 6,744,311 3,175,120 8,706,739 4,029,632 3,576,179 4,810,889 1,833,726 445,728 159,864 54,894,230 21,020,819 1,664,486 931,210 2,186,135 83,385 1,452,858 915,206 5,303,479 1,929,801 60,197,709 22,950,620 3,959,258 4,336,326 210,294 970,185 2,362,675 2,390,987 430,528 112,491 8,000,307 2,221,232 452,451 295,333 554,248 331,093 15,969,761 10,657,647 8,717 2,352,208 1,798,296 - 133,718 43,962 280,843 160,952 2,221,574 2,557,122 18,191,335 13,214,769 42,006,374 9,735,851 33,430,564 14,347,548 159,411 10,995 8,416,399 (4,622,692) 42,006,374 9,735,851 |
|---|---|
| 54,894,230 | |
| 1,664,486 2,186,135 1,452,858 |
|
| 5,303,479 | |
| 60,197,709 | |
| 3,959,258 210,294 2,362,675 430,528 8,000,307 452,451 554,248 |
|
| 15,969,761 | |
| 8,717 1,798,296 133,718 280,843 |
|
| 2,221,574 | |
| 18,191,335 | |
| 42,006,374 | |
| 33,430,564 159,411 8,416,399 |
|
| 42,006,374 |
The above statement of financial position should be read in conjunction with the accompanying notes
7
CleanSpace Holdings Limited and its controlled entities Statement of changes in equity For the half-year ended 31 December 2020
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| CleanSpace Holdings Limited and its controlled entities Statement of changes in equity For the half-year ended 31 December 2020 |
||||
|---|---|---|---|---|
| Consolidated Balance at 1 July 2019 Loss after income tax expense for the half-year Other comprehensive income for the half-year, net of tax Total comprehensive income for the half-year Balance at 31 December 2019 Consolidated Balance at 1 July 2020 Profit after income tax expense for the half-year Other comprehensive income for the half-year, net of tax Total comprehensive income for the half-year Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs (note 7) Share-based payments (note 8) Balance at 31 December 2020 |
Issued capital $ 14,331,884 - - |
Reserves $ - - 1,221 |
Retained Profits $ (10,544,841) (1,274,318) - |
Total equity $ 3,787,043 (1,274,318) 1,221 |
| - | 1,221 | (1,274,318) | (1,273,097) | |
| 14,331,884 | 1,221 | (11,819,159) | 2,513,946 | |
| Issued capital $ 14,347,548 - - |
Reserves $ 10,995 - 2,616 |
Retained Profits $ (4,622,692) 13,039,091 - |
Total equity $ 9,735,851 13,039,091 2,616 |
|
| - 19,083,016 - |
2,616 - 145,800 |
13,039,091 - - |
13,041,707 19,083,016 145,800 |
|
| 33,430,564 | 159,411 | 8,416,399 | 42,006,374 |
The above statement of changes in equity should be read in conjunction with the accompanying notes
8
CleanSpace Holdings Limited and its controlled entities Statement of cash flows For the half-year ended 31 December 2020
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| CleanSpace Holdings Limited and its controlled entities Statement of cash flows For the half-year ended 31 December 2020 |
||
|---|---|---|
| Note Cash flows from operating activities Receipts from customers (inclusive of GST) Payments to suppliers and employees (inclusive of GST) Other revenue received Interest and other finance costs paid Income taxes received (net after research and development grant) Net cash from/(used in) operating activities Cash flows from investing activities Purchase of plant and equipment Purchase of financial assets Net cash used in investing activities Cash flows from financing activities Proceeds from issue of shares 7 (Repayment of) / proceeds from borrowings Net payment 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 half-year Effects of exchange rate changes on cash and cash equivalents Cash and cash equivalents at the end of the financial half-year |
Consolidated 31 Dec 2020 31 Dec 2019 $ $ 44,465,232 7,479,083 (24,416,382) (8,140,692) 76,632 34,101 (71,086) (67,061) 744,300 - 20,798,696 (694,569) (1,178,486) (323,628) (453,453) (1,533,390) (1,631,939) (1,857,018) (19,083,016) - (2,345,046) 2,431,646 (218,793) (57,126) 16,519,177 2,374,520 35,685,934 (177,067) 6,744,311 1,806,217 2,616 (1,221) 42,432,861 1,627,929 |
|
| 20,798,696 | ||
| (1,178,486) (453,453) |
||
| (1,631,939) | ||
| (19,083,016) (2,345,046) (218,793) |
||
| 16,519,177 | ||
| 35,685,934 6,744,311 2,616 |
||
| 42,432,861 |
The above statement of cash flows should be read in conjunction with the accompanying notes
9
CleanSpace Holdings Limited and its controlled entities Notes to the financial statements 31 December 2020
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1. Significant accounting policies
These general purpose financial statements for the interim half-year reporting period ended 31 December 2020 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.
These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2020 and any public announcements made by the Company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
The principal accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, unless otherwise stated.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
2. Revenue and segment information
Disaggregation of revenue
The disaggregation of revenue from contracts with customers is as follows:
| Major product lines Respirators Revenue Consumables, Accessories and Other Revenue Timing of revenue recognition At a point in time |
Consolidated 31 Dec 2020 31 Dec 2019 $ $ 20,290,461 4,084,192 19,406,666 3,178,857 39,697,127 7,263,049 39,697,127 7,263,049 |
|---|---|
| 39,697,127 | |
| 39,697,127 |
The Company has two main types of revenue:
(1) Respirator revenues: reflects sales of the respirator units only; and
(2) Consumables, Accessories and Other Revenues: reflects all other revenue and revenue adjustments. This is substantially related to the sales of accessories and consumable items, including masks, filters and docking stations. It also includes freight and deductions for customer rebates and payment incentives.
Segment Information
For the purposes of the internal reporting to the chief operating decision makers, business activities, performances and any associated assets and liabilities are viewed as a consolidated group.
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CleanSpace Holdings Limited and its controlled entities Notes to the financial statements 31 December 2020
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3. Other income
| Government grants Other (expense)/income Other income 4. Financial assets Current assets Financial assets held at amortised cost |
Consolidated 31 Dec 2020 31 Dec 2019 $ $ 50,000 - (2,989) 5,116 47,011 5,116 Consolidated 31 Dec 2020 30 Jun 2020 $ $ 4,029,632 3,576,179 |
|---|---|
Financial assets held at amortised cost consist of term deposits held with Australian banks.
5. Borrowings
During the half-year, the Group repaid borrowings of $2.3 million (30 June 2020: $0) in line with previously disclosed repayment terms.
6. Lease liabilities
In the half-year ended 31 December 2020 CleanSpace entered into leases for a new site in St Leonards, Sydney, NSW to allow for the continued expansion of the business. The entry into these leases created a Right of Use Asset of $2.3 million and a corresponding Lease Liability of the same value. In line with the requirements of AASB 16 Leases, the Right of Use Asset has been depreciated during the period and the lease payments have been allocated between the Lease Liability and finance costs. This has resulted in a closing Lease Liability balance of $2.2 million at 31 December 2020 (30 June 2020: $112,491).
| Current liabilities Lease liability Non-current liabilities Lease liability |
Consolidated 31 Dec 2020 30 Jun 2020 $ $ 430,528 112,491 1,798,296 - |
|---|---|
| 1,798,296 |
7. Issued capital
Ordinary Shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognised as a deduction from equity, net of any tax effects.
11
CleanSpace Holdings Limited and its controlled entities Notes to the financial statements 31 December 2020
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7. Issued capital (continued)
Preference Shares
All preference shares were converted to ordinary shares during the period.
Employee N Class Shares
During the period a total of 517,627 employee N class shares were cancelled. It was resolved on 28 September 2020 that the remaining employee N class shares be vested and converted to ordinary shares.
IPO and Australian Securities Exchange ("ASX") Listing
CleanSpace completed an IPO in October 2020 and the Group was listed on the Australian Securities Exchange ("ASX") on 23 October 2020. Capital of $20 million was raised at $4.41 per share (4,535,147 shares).
| Ordinary shares - fully paid Preference shares - fully paid Employee N class shares - fully paid Movements in share capital Balance 1 July 2020 Conversion of preference shares to ordinary shares Employee N class shares issued Conversion of employee N class shares to ordinary shares Contribution from holders of employee N class shares IPO - new shares issued Share issue costs Balance 31 December 2020 Movements in share capital Balance 1 July 2020 Conversion of preference shares to ordinary shares Cancellation of employee N class shares Conversion of employee N class shares to ordinary shares IPO - new shares issued Balance 31 December 2020 |
31 Dec 2020 Shares 77,019,523 - - |
Consolidated 30 Jun 2020 31 Dec 2020 Shares $ 54,460,746 33,430,564 11,904,762 - 6,636,495 - 73,002,003 33,430,564 |
Consolidated 30 Jun 2020 31 Dec 2020 Shares $ 54,460,746 33,430,564 11,904,762 - 6,636,495 - 73,002,003 33,430,564 |
30 Jun 2020 $ 10,778,560 3,000,000 568,988 14,347,548 Total Share Capital $ 14,347,548 - 20,100 - 103,165 19,999,998 (1,040,247) 33,430,564 Total Shares # 73,002,003 - (517,627) - 4,535,147 77,019,523 |
|---|---|---|---|---|
| 77,019,523 | 73,002,003 | 33,430,564 | ||
| Ordinary Shares $ 10,778,560 3,000,000 - 589,088 103,165 19,999,998 (1,040,247) |
Preference Shares $ 3,000,000 (3,000,000) - - - - - |
Employee Shares $ 568,988 - 20,100 (589,088) - - - |
||
| 33,430,564 | - | - | ||
| Ordinary Shares # 54,460,746 11,904,762 - 6,118,868 4,535,147 |
Preference Shares # 11,904,762 (11,904,762) - - - |
Employee Shares # 6,636,495 - (517,627) (6,118,868) - |
||
| 77,019,523 | - | - |
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
12
CleanSpace Holdings Limited and its controlled entities Notes to the financial statements 31 December 2020
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7. Issued capital (continued)
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.
8. Share-based payments
During the period, the Board approved the terms of the Company's new umbrella equity-based long-term incentive plan ("Equity Incentive Plan"). The Board may from time to time, operate the Equity Incentive Plan, determine employees who are eligible to participate and make an invitation to an employee to acquire awards or grant awards to an employee. These grants have been amortised on a straight line basis over the vesting period. Total expensed in the six months ended 31 December 2020 was $145,800 (31 December 2019: $nil).
Non-Executive Director (NED) options
On 22 October 2020, 339,621 NED Options were granted for Nil consideration at an exercise price of $4.41 with a vesting date of 30 June 2021.
Employee options
On 22 October 2020, 444,169 Employee Options were granted for Nil consideration at an exercise price of $4.41. 50% of the options granted will vest if the participant remains employed by the Company at the date of release of the Company's full year results for financial year ended 30 June 2022 (expected to be in or around August 2022) and 50% will vest if the participant remains employed at the date of the release of the Company's full-year results for the financial year ended 30 June 2023 (expected to be in or around August 2023).
Set out below are summaries of options granted under the plan as at 31 December 2020:
| Grant date | Expiry date | Exercise price |
Balance at the start of the half-year |
Granted |
Exercised | Expired/ forfeited/ other |
Balance at the end of the half-year |
|
| Executive Options |
22/10/2020 | 22/10/2025 | $4.41 | - |
444,169 | - |
- | 444,169 |
| NED Options | 22/10/2020 | 22/10/2025 | $4.41 | - |
339,621 | - |
- | 339,621 |
| TOTAL | - | 783,790 | - |
- | 783,790 |
There were no options on issue at 31 December 2019 or 30 June 2020.
9. Dividends
There were no dividends paid, recommended or declared during the current or previous financial half-year.
10. Contingencies
At balance date, bank guarantees were supported by security deposit guarantees, for which no liabilities have been recorded in the financial statements. Total bank guarantees of the consolidated entity at 31 December 2020 were $441,144 (30 June 2020: $34,376).
11. Key management personnel disclosures
The compensation for key management personnel for the reporting period is $610,675 inclusive of the value of all benefits (unaudited) (H1 FY2020 (unaudited): $295,414). Total Directors compensation including fees and share based payment expenses are $203,652 for the half-year ended 31 December 2020 (unaudited) (H1 FY2020 (unaudited): $61,000).
13
CleanSpace Holdings Limited and its controlled entities Notes to the financial statements 31 December 2020
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12. Commitments
The parent entity did not have any commitments at 31 December 2020 or 31 December 2019.
13. Related party transactions
Parent entity
CleanSpace Holdings Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 14.
Key management personnel
Disclosures relating to key management personnel are set out in note 11.
Transactions with related parties
During the period the Group has not entered into any material contracts involving related parties or Directors' interests. No amounts owed by related parties have been written off or forgiven during the period.
14. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in note 1:
with the accounting policy described in note 1: |
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|---|---|---|---|---|
| Ownership | interest | |||
| Principal place of business / | 31 Dec | 2020 30 Jun 2020 | ||
| Name | Country of incorporation | % | % | |
| CleanSpace IP Pty Ltd | Australia | 100 | 100 | |
| CleanSpace Technology Pty Ltd | Australia | 100 | 100 | |
| CleanSpace Americas, Inc | USA | 100 | 100 | |
| CleanSpace Technology Singapore Pte Ltd |
Singapore | 100 | - |
15. Events after the reporting period
No matter or circumstance has arisen since 31 December 2020 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.
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CleanSpace Holdings Limited and its controlled entities Directors' declaration 31 December 2020
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In the Directors' opinion:
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the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;
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the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at 31 December 2020 and of its performance for the financial half-year ended on that date; and
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there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
Signed in accordance with a resolution of Directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
On behalf of the Directors
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24 February 2021
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INDEPENDENT AUDITOR’S REVIEW REPORT
TO THE MEMBERS OF CLEANSPACE HOLDINGS LIMITED
Report on the Half-Year Financial Report
We have reviewed the accompanying half-year financial report of CleanSpace Holdings Limited (the Company), which comprises the consolidated statement of financial position as at 31 December 2020, and 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 statement of accounting policies, other selected explanatory notes, and the directors’ declaration of the Company and the consolidated entity comprising the Company and the entities it controlled at the half-year’s end or from time to time during the financial half-year.
Conclusion
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 CleanSpace Holdings Limited is not in accordance with the Corporations Act 2001 including:
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(a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2020, and of its financial performance for the half-year ended on that date; and
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(b) complying with the Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.
Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. In accordance with the Corporations Act 2001, we have given the directors of the Company a written Auditor’s Independence Declaration.
Directors’ Responsibility for the Half-Year Financial Report
The directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with the Australian Accounting Standards and the Corporations Regulations 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.
PKF(NS) Audit & Assurance Limited Partnership ABN 91 850 861 839
Liability limited by a scheme approved under Professional Standards Legislation
Sydney Level 8, 1 O’Connell Street Sydney NSW 2000 Australia GPO Box 5446 Sydney NSW 2001 p +61 2 8346 6000 f +61 2 8346 6099
Newcastle
755 Hunter Street Newcastle West NSW 2302 Australia PO Box 2368 Dangar NSW 2309
p +61 2 4962 2688 f +61 2 4962 3245
PKF(NS) Audit & Assurance Limited Partnership is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm or firms. For office locations visit www.pkf.com.au
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Auditor’s Responsibility 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. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, 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 consolidated entity’s financial position as at 31 December 2020 and its performance for the half-year ended on that date, and complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of CleanSpace Holdings Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
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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PKF
SCOTT TOBUTT PARTNER
24 FEBRUARY 2021 SYDNEY, NSW
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