Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

CONNECTED MINERALS LIMITED Annual Report 2021

Aug 31, 2021

64669_rns_2021-08-31_ec4e9a6c-ab9a-44fe-9e07-fd819f2437df.pdf

Annual Report

Open in viewer

Opens in your device viewer

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

Results for announcement to market

Results for announcement to market
2021 2020
Key Information $ $ % Change
Revenue from ordinary activities 1,196,657 3,817,964 (68.66%)
Loss after tax from ordinary activities attributable to (5,802,731) (2,392,816) 142.51%
members
Loss attributable to members (5,802,731) (2,392,816) 142.51%

Commentary on Results for the Period

Operational Review

Connected IO (“CIO” or the “Company”) revenues from ordinary activities significantly reduced from $3.8m for FY2020 to $1.2m for FY2021, representing a 69% decrease which was primarily associated with the COVID-19 business interruptions and restrictions in the United States experienced throughout the FY21 financial year.

The net loss for the Company for the year ended 30 June 2021 was $5,802,731, after providing for share based payments totalling $1,251,272 (refer to Note 12) and impairment of goodwill on consolidation of $2,418,610 for the year (refer to Note 5).

The Company experienced a significant reduction in sales commencing in Q4 of FY2020 directly related to the COVID-19 restrictions that were in place in the United States. This sales trend continued throughout FY2021, and the Company has yet to return to sales levels that were being achieved prior to the pandemic. The Company has focused its efforts on keeping operating and administrative expenses at a minimum in the current environment.

Additional pressures on the supply chain have also had an effect on the Company as a result of the global chip shortage. This has meant that any sales orders of significance have been difficult to fill in a timely manner and the Company is now conducting a Strategic Review which is focussed on how best to manage the timeframes associated with manufacturing and the impact that is having on the business.

Corporate Review

During the year ended 30 June 2021, the Company has undergone a major re-structure to reduce debt and raise additional capital to grow the business.

On 2 December 2020, Mr. Yakov Temov resigned as Managing Director to focus on recovery of the United States business. Additional loan funds were secured later in December of 2020 in addition to some monies from stimulus packages available to the Company.

On 19 January 2021, the Company announced a placement and entitlement offer which together raised a total of approximately $570,000 (before costs). On 23 January 2021, Mr Dougal Ferguson (a non-executive director of the Company) was appointed Chief Executive Officer to oversee the re-structure and assist with the Strategic Review process. The Company then also initiated a Small Shareholding Sale Facility to allow shareholders who held less than a marketable parcel of shares (<$500 in value) to sell their shares in an efficient and cost-effective manner.

Following the closing of the Small Shareholding Sale Facility process, on 28 May 2021, the Company announced a further placement, entitlement offer and debt re-structure. Some elements of the re-structure was subject to shareholder approval which was received on 30 June 2021, with the re-structure being fully implemented in July 2021.

Following the implementation of the re-structure (including a 1:10 consolidation of shares), the Company has significantly reduced its debt, including full repayment of the convertible notes, and has approximately $3 million in cash and 317,919,465 shares on issue.

1

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

2021 2020 Key Information cents/share cents/share Net tangible assets per share (0.14) (0.59)

Dividends paid and proposed – NIL

Dougal Ferguson Director

Dated at Perth this 31[st] day of August 2021

2

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

Note
Sales revenue
Cost of goods sold
Gross profit
Interest received
Other income
Debts forgiven
10
Director fees, salary and wages expense
Professional fees
Depreciation and amortisation expense
Administration expense
Interest and facility fee expenses
Impairment of goodwill
5
Share based payments
12
Loss before tax
Income tax expense
Loss for the year from continuing operations
Other comprehensive income for the year, net of tax
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign balances
Items that will not be reclassified to profit or loss
Recognition of translated foreign exchange balances on
deconsolidation
Total comprehensive loss for the year
Earnings per share for loss attributable to the ordinary
equity holders of the company
Basic and diluted loss per share from continuing
operations
13
Basic and diluted loss per share from continuing and
discontinued operations
13
Consolidated
2021
$
Consolidated
2020
$
1,196,657
3,817,964
(752,071)
(2,331,466)
444,586
1,486,498
54
869
174
132,399
199,529
-
(1,427,901)
(1,826,867)
(466,902)
(227,240)
(128,776)
(119,554)
(640,670)
(777,869)
(112,943)
(318,524)
(2,418,610)
-
(1,251,272)
(742,528)
(5,802,731)
(2,392,816)
-
-
(5,802,731)
(2,392,816)
(159,334)
38,219
-
-
(5,962,065)
(2,354,597)
Cents
Cents
(1.63)
(1.12)
(1.63)
(1.12)

The above should be read in conjunction with the accompanying notes.

3

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021

Note
Current assets
Cash and cash equivalents
1
Trade and other receivables
2
Inventory
3
Total current assets
Non-current assets
Plant and equipment
Right-of-use asset
4
Goodwill
5
Other intangibles
6
Other assets
Total non-current assets
Total Assets
Current liabilities
Trade and other payables
7
Lease liabilities
4
Borrowings
8
Convertible notes
9
Other payables
10
Total current liabilities
Non-current liabilities
Lease liabilities
4
Other payables
10
Total non-current liabilities
Total Liabilities
Net assets/(liabilities)
Equity
Issued capital
11
Reserves
Accumulated losses
Total Equity
Consolidated
2021
$
Consolidated
2020
$
1,550,376
713,079
59,804
286,770
271,949
615,050
1,882,129
1,614,899
11,094
18,878
86,043
136,147
-
2,418,610
43,041
138,198
10,143
10,079
150,321
2,721,912
2,032,450
4,336,811
1,351,087
1,072,013
39,418
39,338
697,030
450,000
1,321,000
1,321,000
29,529
-
3,438,064
2,882,351
54,526
102,910
-
253,533
54,526
356,443
3,492,590
3,238,794
(1,460,140)
1,098,017
73,530,158
70,777,722
1,995,576
1,503,438
(76,985,874)
(71,183,143)
(1,460,140)
1,098,017

The above should be read in conjunction with the accompanying notes.

4

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

Consolidated
Balance at 1 July 2019
Net loss for the year
Other comprehensive income for the year
Total comprehensive loss
Shares issued
Share issue costs
Share-based payments
Balance at 30 June 2020
Balance at 1 July 2020
Net loss for the year
Other comprehensive income for the year
Total comprehensive loss
Shares issued
Share issue costs
Unissued capital
Share-based payments
Balance at 30 June 2021
Issued
Capital
Convertible Notes
Share-Based
Payments Reserve
Foreign Currency
Translation Reserve
Accumulated
Losses
Total
$
$
$
$
$
$
68,827,796
96,456
1,081,349
144,886
(68,790,327)
1,360,160
-
-
-
-
(2,392,816)
(2,392,816)
-
-
-
38,219
-
38,219
-
-
-
38,219
(2,392,816)
(2,354,597)
2,015,926
-
-
-
-
2,015,926
(66,000)
-
-
-
-
(66,000)
-
-
142,528
-
-
142,528
70,777,722
96,456
1,223,877
183,105
(71,183,143)
1,098,017
70,777,722
96,456
1,223,877
183,105
(71,183,143)
1,098,017
-
-
-
-
(5,802,731)
(5,802,731)
-
-
-
(159,334)
-
(159,334)
-
-
-
(159,334)
(5,802,731)
(5,962,065)
1,786,652
-
-
-
-
1,786,652
(34,216)
-
-
-
-
(34,216)
1,000,000
-
-
-
-
1,000,000
-
-
651,472
-
-
651,472
73,530,158
96,456
1,875,349
23,771
(76,985,874)
(1,460,140)

The above statement should be read in conjunction with the accompanying notes.

5

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

Note
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Finance costs
Income tax paid
Net cash used in operating activities
14(b)
Cash flows from investing activities
Payments for plant and equipment
Payments for other intangibles
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Payments for share issue costs
Proceeds from borrowings
Repayment of borrowings
Payments of lease liabilities
US Federal funding assistance
Net cash provided by financing activities
Net change in cash and cash equivalents held
Cash and cash equivalents at beginning of the financial
year
Effect of exchange rate fluctuation on cash held
Cash and cash equivalents at end of financial year
14(a)
Consolidated
2021
$
Consolidated
2020
$
1,308,926
3,514,172
(2,610,585)
(4,701,391)
54
869
(34,100)
(116,460)
(34,215)
(1,856)
(1,369,920)
(1,304,666)
(1,080)
(3,940)
-
(64,721)
(1,080)
(68,661)
1,637,048
1,250,000
(34,216)
-
701,619
820,000
(54,588)
(656,705)
(36,700)
(25,415)
(4,866)
253,533
2,208,297
1,641,413
837,297
268,086
713,079
435,524
-
9,469
1,550,376
713,079

The above should be read in conjunction with the accompanying notes.

6

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

Status of Audit

The 30 June 2021 consolidated financial report and accompanying notes for Connected IO Limited and its controlled entities is in the process of being audited.

This preliminary final report has been prepared in accordance with the ASX Listing Rule 4.3A and the disclosure requirements of ASX Appendix 4E.

Going Concern

This report has been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and settlement of liabilities in the normal course of business.

For the year ended 30 June 2021 the Group recorded a loss of $5,802,731 (2020: $2,392,816) and had net cash outflows from operating and investing activities of $1,371,000 (2020: $1,373,327). At 30 June 2021, the Group had a working capital deficit of $1,555,935 (2020: deficit of $1,267,452).

During the 2021 financial year and immediately following the end of the 2021 financial year, the Company has been successful in re-structuring its balance sheet, cost base and debt levels. Although there is remaining uncertainty with respect to the ongoing operating environment, the ability of the Group to continue as a going concern in the short to medium terms is no longer dependent on the Company securing additional funding through debt or equity to continue to fund its operational activities.

These conditions indicate that there is no longer a material uncertainty that may cast a significant doubt about the Group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

Therefore, the financial statements have been prepared on the basis that the Group is a going concern, which contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business.

Following completion of the re-structure, the Directors consider the going concern basis of preparation to be appropriate for this financial report. The financial statements do not include any adjustments relative to the recoverability and classification of recorded asset amounts or, to the amounts and classification of liabilities that might be necessary should the entity not continue as a going concern.

7

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

1. Cash and cash equivalents

1. Cash and cash equivalents
Cash at bank
2. Trade and other receivables
Trade receivables
Prepaid inventory
Other receivables
2021
2020
$
$
1,550,376
713,079
1,550,376
713,079
2021
2020
$
$
1,805
115,112
3,848
141,058
54,151
30,600
59,804
286,770

Trade receivables are non-interest bearing and are generally on 30 day terms. All amounts are short term. The carrying value of trade receivables is considered a reasonable approximation of fair value.

Expected credit losses

The Group applies the AASB 9 simplified model of recognising lifetime expected credit losses for all trade receivables as these items do not have a significant financing component.

In measuring the expected credit losses, the trade receivables have been assessed on a collective basis as they possess shared credit risk characteristics. They have been grouped based on the days past due.

The current expected loss rates are based on the payment profile for sales over the past 24 months before 30 June 2021 and 30 June 2020 respectively as well as the corresponding historical credit losses during that period. The historical rates are adjusted to reflect current and forwarding looking factors affecting the customer’s ability to settle the amount outstanding. The expected credit loss at 30 June 2021 and 2020 was nil.

Trade receivables are written off when there is no reasonable expectation of recovery. Failure to make payments and to engage with the Group on an alternative payment arrangement, amongst other matters, are considered indicators of no reasonable expectation of recovery.

8

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

3. Inventory

3. Inventory
Finished goods 2021
2020
$
$
271,949
615,050
271,949
615,050

4. Leases – Right-of-use Assets and Lease Liabilities

This note provides information for leases where the Group is a lease.

(i) Amounts recognised in the balance sheet

The balance sheet shows the following amounts relating to leases:

Right-of-use assets
Premises
Accumulated amortisation
Lease liabilities
Current
Non-current
Total lease liabilities
Consolidated
30 June 2021
Consolidated
30 June 2020
$
$
162,527
178,039
(76,484)
(41,892)
86,043
136,147
39,418
39,338
54,526
102,910
93,944
142,248

Reconciliation or right-of-use assets:

Opening balance
Initial adoption
Foreign currency differences
Acquisitions through business combinations
Disposals
Disposals – discontinued operation
Disposals or classified as held for sale
Impairment expense
Depreciation expense
Closing balance
Consolidated
30 June 2021
Consolidated
30 June 2020
$
$
136,147
-
-
174,405
(11,604)
4,566
-
-
-
-
-
-
-
-
-
-
(38,500)
(42,824)
86,043
136,147

9

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

4. Leases – Right-of-use Assets and Lease Liabilities (continued)

Recognition of lease liabilities:

ecognition of lease liabilities:
Opening balance
Initial adoption
Foreign currency differences
Principal repayments
Interest expense
Disposals
Disposals – discontinued operation
Disposals or classified as held for sale
Closing balance
Consolidated
30 June 2021
Consolidated
30 June 2020
$
$
142,248
-
-
174,405
(11,604)
4,566
(28,945)
(25,415)
(7,755)
(11,308)
-
-
-
-
-
-
93,944
142,248

5. Goodwill

5. Goodwill
Opening balance
Impairment
Closing balance
2021
2020
$
$
2,418,610
2,418,610
(2,418,610)
-
-
2,418,610

Goodwill represents an acquisition via a business combination.

Based on the Company’s preliminary assessment of future cash flow forecasts at the cash-generating unit level, being Connected IO Inc., the Company has resolved to impair the entire carrying value of the goodwill.

10

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

6. Other intangibles

6. Other intangibles
Certifications
Opening balance
New certifications acquired
Amortisation
Foreign currency differences
Closing balance
Tooling costs
Opening balance
New tooling costs incurred
Amortisation
Foreign currency differences
Closing balance
Total other intangibles
2021
2020
$
$
101,140
143,300
-
16,839
(68,412)
(58,999)
(9,018)
-
23,710
101,140
37,058
-
-
47,882
(14,596)
(10,824)
(3,131)
-
19,331
37,058
43,041
138,198

Certifications represent costs incurred in obtaining certification that the Company's products conform to the regulations of the Federal Communications Commission (USA). Costs of obtaining a certification are amortised over the useful life of the certification, which Management has assessed as being 3 years.

Tooling costs represent costs incurred by the Company in relation to the mould that is installed within the manufacturers’ machines so as to produce routers that are to the Company’s specifications. Tooling costs are amortised over the useful life of 3 years based on Management’s assessment.

7. Trade and other payables

Current
Payables
Other payables
Accruals
Accrued interest
Closing balance
2021
2020
$
$
-
392,832
564,757
202,531
546,906
166,467
239,424
310,183
1,351,087
1,072,013

11

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

8. Borrowings

Australia
Loan – Tyche Investments Pty Ltd
Loan – A.C.N. 627 852 797 Pty Ltd
United States
Loan – Unrelated Parties
Closing Balance
Opening Balance
Advances
Repayments – cash
Repayments – issue of shares and options post year end
Closing Balance
2021
2020
$
$
400,000
450,000
-
-
297,030
-
697,030
450,000
450,000
286,706
701,619
820,000
(54,589)
(400,000)
(656,706)
-
697,030
450,000

Tyche Investments Pty Ltd

During the year ended 30 June 2020, the Company secured a line of credit facility of $500,000 with Tyche Investments Pty Ltd to drive manufacturing acceleration. This facility was increased to an available limit of $700,000 on 21 November 2019. The facility is debt-only and does not dilute the existing shareholders. Interest is calculated at 5% p.a. from the date that funds are initially drawn down. Additional interest of 1% per month is payable on funds which remain outstanding in excess of 90 days from the date of initial drawdown. Any outstanding accrued interest on the facility will be required to be repaid in cash.

On 31 July 2020, the Company repaid $50,000 of the facility. On 30 June 2021, the Company obtained shareholder approval to convert accrued interest of approximately $107,573 into fully paid ordinary shares at $0.02 per share. Subsequent to year end, 5,378,630 fully paid ordinary shares were issued to Tyche Investments Pty Ltd in satisfaction of the accrued interest on the loan to 31 March 2021.

A.C.N. 627 852 797 Pty Ltd

On 3 December 2020, the Company entered into a loan agreement with A.C.N. 627 852 797 Pty Ltd (A.C.N.) for the provision of a loan facility to advance funds of up to $400,000 to be used for assisting in the payment of the Company’s inventory production.

The interest free loan was provided in three tranches with the final drawdown date on or around 28 February 2021.

On 28 May 2021, the Company issued a Notice of General Meeting seeking shareholder approval to repay the loan via the issue of 200,000,000 shares and 200,000,000 options. On 30 June 2021, the Company obtained shareholder approval and subsequent to year end, issued the shares and options to A.C.N. in satisfaction of repayment of the loan.

Although the administrative process of issuing the shares and options occurred subsequent to year end, as the Company had obtained shareholder approval and the Directors had agreed to issue the shares and options to A.C.N. prior to year end, the Company had a contractual obligation and therefore the Directors have resolved to recognise the transaction in the Company’s accounts for the year ended 30 June 2021. Refer to Note 12(b) for further details.

12

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

8. Borrowings (continued)

Unrelated Parties

During the year ended 30 June 2021, the Company’s wholly owned subsidiary, CIO Technology Inc., received an advance from an employee of CIO Technology Inc. for approximately USD $150,000 and a further amount of approximately USD $77,000 from an unrelated party. There are currently no commercial terms agreed for either advances received by the subsidiary and the advances are repayable by the subsidiary.

9. Convertible Notes

At the 2018 Annual General Meeting, shareholders approved the conversion of the Company’s $1.37m loan facility with Gorilla Pit Pty Ltd into convertible notes. On 28 February 2019 the Company issued convertible notes with a face value of $1,351,000. Each note entitles the holder to convert to ordinary shares at a cost of $0.003 per share.

During the year ended 30 June 2020, convertible notes with a face value of $30,000 plus accrued interest of $4,185 were converted into ordinary shares.

On 30 June 2021, all but three (3) convertible noteholders elected to waive their interest entitlements for the year ended 30 June 2021. As such, total interest expense recognised by the Company for the year ended 30 June 2021 was $10,560. During the year ended 30 June 2021, accrued interest of $149,604 was converted into 4,986,811 ordinary shares at a conversion price of $0.03 per share and accrued interest of $23,873 was paid in physical cash.

Conversion may occur at any time between the date of issue and maturity date at the election of the holder. Interest of 9% will accrue daily on the face value from the issue date until the maturity date and be paid six monthly on the anniversary of the Issue date. Holders may elect to convert their interest to shares at the same issue price ($0.003 per share).

Noteholders are entitled to secure the loan by the registration on the Personal Property Securities Register (PPSR).

The net proceeds received from the issue of the convertible notes have been split between the financial liability and an equity component, representing the residual attributable to the option to convert the financial liability into equity of the Company. The convertible notes had an original maturity date of 30 June 2019 which was extended to 30 June 2020. On or about 30 June 2020, the Company again successfully extended the maturity date of the convertible notes to 30 June 2021 under a letter of amendment. On 28 May 2021, the Company issued a Notice of General Meeting seeking shareholder approval to utilise funds raised under a share placement to repay the convertible notes on issue plus any accrued interest owing on the convertible notes. The repayment of the convertible notes and any accrued interest was subject to the Company raising the full amount prescribed by the share placement and the obtaining of shareholder approval which was granted on 30 June 2021. Subsequent to year end, the convertible notes and accrued interest was repaid in full.

The allocation between financial liability and equity has been undertaken by the Company in relation to both the issue of the convertible notes and their subsequent extensions as follows.

28 February 2019 issue of convertible notes
Proceeds of issue
Liability component at date of issue
Unwinding – interest expense
Liability component at repayment date of 30 June 2019
2021
2020
$
$
1,351,000
1,351,000
1,325,199
1,325,199
25,801
25,801
1,351,000
1,351,000

13

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

9. Convertible Notes (continued)

Equity component at date of issue
Extension of repayment date to 30 June 2020
Liability at date of extension
Liability component at date of extension
Equity component at date of extension
Total equity component at balance date
Extension of repayment date to 30 June 2021
Liability at date of extension
Liability component at date of extension
Equity component at date of extension
2021
2020
$
$
25,801
25,801
1,351,000
1,351,000
1,280,345
1,280,345
70,655
70,655
96,456
96,456
1,321,000
1,321,000
1,321,000
1,321,000
-
-

As at 30 June 2021, the fair value of the outstanding convertible notes was the equivalent to its face value of $1,321,000. Therefore there were no adjustments to the equity component of $96,456 that was credited to equity during the year ended 30 June 2019. Total interest accrued on the convertible notes as at 30 June 2021 was $75,990.

10. Other Payables

10. Other Payables
Opening balance
Advances
Repayments
Partial debt forgiveness
Foreign currency differences
2021
2020
$
$
253,533
-
-
253,533
(4,866)
-
(199,529)
-
(19,609)
-
29,529
253,533

The other payables of USD $22,200 (AUD $29,529) at 30 June 2021 (2020: USD $174,000 (AUD $253,533)) represents funding assistance provided by the US Department of Treasury to CIO Technology, Inc. as a result of COVID-19 to assist with meeting employee wages, rent and general costs associated with the Company. The funding assistance provided to the Company is in the form of a promissory note (i.e. short term loan) of which there is an initial interest free period of 6 months before interest is charged at a fixed rate of 1% p.a. on any unpaid principal balance. The promissory note has a term of 2 years from the date that funding was provided before full repayment is required.

During the year ended 30 June 2021, the US Department of Treasury partially forgave USD $149,000 (AUD $199,529) of the promissory note and the Company repaid USD $2,800 (AUD $4,866).

14

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

11. Issued Capital

Issued and paid up capital
Ordinary shares fully paid (a)
Movements in issued and paid up capital
(a) Ordinary fully paid shares
Balance as at 1 July 2019
Conversion of convertible notes (20 Sep 2019, $0.003 per
share)
Director shares – in lieu of fees (20 Dec 2019, $0.004 per
share)
Director bonus – share reward compensation (20 Dec 2019,
$0.04 per share)
Placement (20 Dec 2019, $0.003 per share)
Consolidation 1:10 basis (23 Apr 2020)
Placement broker fee shares (5 May 2020, $0.03 per
share)
Costs directly attributable to issue of share capital
Balance as at 30 June 2020
Balance as at 1 July 2020
Conversion of convertible notes accrued interest (31 Jul
2020, $0.003 per share)
Placement (Stage 1) (25 Jan 2021, $0.002 per share)
Rights Offer (Stage 1) (18 Feb 2021, $0.002 per share)
Rights Offer – Shortfall Shares (Stage 1) (18 Feb 2021,
$0.002 per share)
Rights Offer – Shortfall Shares (Stage 1) (26 Feb 2021,
$0.002 per share)
Rights Offer (Stage 2) (28 Jun 2021, $0.002 per share)
Rights Offer – Shortfall Shares (Stage 2) (29 Jun 2021,
$0.002 per share)
Costs directly attributable to issue of share capital
Unissued capital
Repayment of loan subject to shareholder approval1
Balance as at 30 June 2020
2020
2020
$
$
73,530,158
70,777,722
73,530,158
70,777,722
Number
Consolidated
$
1,813,085,059
68,827,796
11,394,998
34,185
16,435,333
65,741
150,000,000
600,000
416,666,667
1,250,000
(2,166,824,839)
-
2,200,000
66,000
-
(66,000)
242,957,218
70,777,722
242,957,218
70,777,722
4,986,811
149,604
37,191,604
75,000
128,597,018
257,194
31,423,381
62,847
87,923,630
175,847
355,366,115
710,732
177,713,547
355,428
-
(34,216)
1,066,159,324
72,530,158
200,000,000
1,000,000
1,266,159,324
73,530,158

1 On 30 June 2021, at a General Meeting of the Company, shareholders approved the issue of 200,000,000 shares and 200,0000,000 options in satisfaction of repayment of the loan owing to A.C.N. 627 852 797 Pty Ltd which were issued subsequent to year end. Refer to Note 12(b) for further details.

15

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

11. Issued Capital (continued)

(c) Options

As at 30 June 2021, 7,500,000 unlisted options were on issue. The options are exercisable at $0.10 and expire on 20 December 2022.

On 30 June 2021, at a General Meeting of the Company, shareholders approved the issue of 200,000,000 shares and 200,0000,000 options in satisfaction of repayment of the loan owing to A.C.N. 627 852 797 Pty Ltd which were issued subsequent to year end. The options are exercisable at $0.003 and expire on 1 July 2024. Refer to Note 12(b) for further details.

(d) Performance Rights

Balance as at 1 July 2019
Additions during the year
Consolidation on a 1:10 basis
Balance as at 30 June 2020
Balance as at 1 July 2020
Additions during the year
Reversal of expense previously recognised
Balance as at 30 June 2021
Number
Consolidated
$
-
-
200,000,000
142,528
(180,000,000)
-
20,000,000
142,528
20,000,000
142,528
-
-
-
(142,528)
20,000,000
-

As at 30 June 2021, 10,000,000 Class A Performance Rights and 10,000,000 Class B Performance Rights were on issue, which were granted to Mr Temov as an incentive to provide ongoing dedicated services to the Company. Refer to Note 12(a) for further details.

12. Share Based Payments

During the year ended 30 June 2021, the following transactions were recognised as share based payments by the Group:

Performance incentive (Note 12(a))
Loan repayment (Note 12(b))
Value
$
(142,528)
1,393,800
1,251,272
  • (a) In December 2019, following shareholder approval granted at the Company’s 2019 Annual General Meeting, 10,000,000 Class A Performance Rights and 10,000,000 Class B Performance Rights were granted to Mr Temov as an incentive to provide ongoing dedicated services to the Company.

The Performance Rights were granted at nil consideration, did not have an exercise price, expire on 31 December 2023, and were subject to the satisfaction of certain Performance Milestones, completion of a vesting period of 12 months and Mr Temov’s continued engagement as Managing Director.

16

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

12. Share Based Payments (continued)

The total fair value of the rights granted to Mr Temov was $800,000 based on the Company’s closing share price of $0.04 as at the date of the Company’s 2019 Annual General Meeting. Based on the vesting conditions of the rights, $142,528 was recognised as a share based payment for the period of 27 November 2019, being the date that the rights were granted, to 30 June 2020.

During the year ended 30 June 2021, Mr Temov resigned as Managing Director of the Company. As a result of his resignation, the conditions associated with the Performance Rights have not been satisfied and therefore the Performance Rights will not vest to Mr Temov. Therefore, an amount of $142,528 previously expensed in respect of these rights were reversed.


ese rights were reversed.
Number Issued
Grant Date
Expected Vesting Date
Vesting Period (days)
Value per Right
Total Value of Rights
Amount Expensed in Prior Year
Amount Reversed in Current Year
Class A
Performance Rights
Class B
Performance Rights
Total
10,000,000
10,000,000
27 November 2019
27 November 2019
31 December 2022
31 December 2023
1,130
1,495
$0.04
$0.04
$400,000
$400,000
$800,000
$81,173
$61,355
$142,528
($81,173)
($61,355)
($142,528)
  • (b) On 3 December 2020, the Company entered into a loan agreement with A.C.N. 627 852 797 Pty Ltd (A.C.N.) for the provision of a loan facility to advance funds of up to $400,000 to be used for assisting in the payment of the Company’s inventory production.

The interest free loan was provided in three tranches with the final drawdown date on or around 28 February 2021.

On 28 May 2021, the Company issued a Notice of General Meeting seeking shareholder approval to repay the loan via the issue of 200,000,000 shares and 200,000,000 options. On 30 June 2021, the Company obtained shareholder approval and subsequent to year end, issued the shares and options to A.C.N. in satisfaction of repayment of the loan.

Although the administrative process of issuing the shares and options occurred subsequent to year end, as the Company had obtained shareholder approval and the Directors had agreed to issue the shares and options to A.C.N. prior to year end, the Company had a contractual obligation and therefore the Directors have resolved to recognise the transaction in the Company’s accounts for the year ended 30 June 2021.

The total fair value of the shares and options granted to A.C.N. was $1,794,000 of which $1,000,000 and $794,000 represented the fair value of the shares and options granted respectively.

The fair value of the equity-settled shares granted is based on the Company’s closing share price of $0.005 as at the date of the Company’s General Meeting. The fair value of the equity-settled share options granted is estimated as at the date of grant using the Black-Scholes option valuation model taking into account the terms and conditions upon which the options were granted.

17

Connected IO Limited ABN 99 009 076 233

Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

12. Share Based Payments (continued)

Weighted average exercise price $0.003 Weighted average life of the options 3.01 years Weighted average underlying share price $0.005 Expected share price volatility 127% Risk-free interest rate 0.20% Grant date 30 June 2021 Expiry date 1 July 2024 Value per option $0.00397

The following table summarises the equity-settled securities issued in lieu of repayment of the loan to A.C.N.:

Number Issued
Grant Date
Issue Date
Value per Security
Total Value of Securities
Less: Carrying Value of Loan
Less: Issue Price of Options
Total Share Based Payment
Shares
Options
Total
200,000,000
200,000,000
30 June 2021
30 June 2021
26 July 2021
27 July 2021
$0.005
$0.00397
$1,000,000
$794,000
$1,794,000
($400,000)
($200)
$1,393,800

13. Earnings per Share

13. Earnings per Share
2021 2020
Cents Cents
Basic and diluted loss per share from continuing from operations (1.63) (1.12)

The earnings and weighted average number of ordinary shares used in the calculation of basic and diluted earnings per share is as follows :


hare is as follows_:_
2021 2020
$ $
Net loss from continuing operations (5,802,731) (2,392,816)
Number Number
Weighted average number of ordinary shares used in the 355,845,864 213,445,049
calculation of basic EPS

18

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

14. Notes to the Cash Flow Statement

(a) Reconciliation of cash and cash equivalents

For the purpose of the cash flow statement, cash includes cash on hand and in banks and deposits at call, net of outstanding bank overdrafts. Cash at the end of the financial year as shown in the Statement of Cash Flows is reconciled to the related items in the balance sheet as follows:

Cash at bank 2021
2020
$
$
1,550,376
713,079
1,550,376
713,079

(b) Reconciliation of loss for the year to net cash flows from operating activities

Loss after income tax
Non-cash items:
Depreciation and amortisation expense
Share based payments
Impairment of goodwill
Debt forgiven
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in inventory
(Increase)/decrease in other assets
(Decrease)/increase in trade and other payables
2021
2020
$
$
(5,802,731)
(2,392,816)
128,776
119,554
1,251,2721
874,269
2,418,6102
-
(199,529)3
-
238,159
93,224
343,101
(349,757)
(63)
13,045
252,485
337,815
(1,369,920)
(1,304,666)

1 Refer to Note 12(b) 2 Refer to Note 5 3 Refer to Note 10

15. Investments

The consolidated financial statements include financial statements of Connected IO Limited and the following subsidiaries:

Country of % Equity Interest % Equity Interest
Name Incorporation 2021 2020
CIO Technology, Inc Texas, USA 100% 100%

Connected IO Limited is the ultimate Australian parent entity and ultimate parent of the Group. Balances between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and not disclosed in this note.

19

Connected IO Limited ABN 99 009 076 233 Appendix 4E – Preliminary Final Report for the Year Ended 30 June 2021

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2021

16. Subsequent events

  • (a) On 8 July 2021, following shareholder approval granted at the General Meeting held on 30 June 2021, the Company completed a consolidation of its issued capital on the basis that every ten (10) shares be consolidated into one (1) share. The total shares on issue post consolidation was 1,066,159,324.

  • (b) On 26 and 27 July 2021, following shareholder approval granted at the General Meeting on 30 June 2021, the Company successfully completed the restructuring of its debts through the issue of the following securities, on a post consolidation basis:

  • 20,000,000 shares at a deemed issue price of $0.02 per share and 20,000,000 options to A.C.N. 627 852 797 Pty Ltd in lieu of repayment of $400,000 advanced to the Company. The options are exercisable at $0.03 per share and expire on 1 July 2024. The financial effect of this transaction has been brought to account as at 30 June 2021 (refer to Note 12(b));

  • 5,378,630 shares to Tyche Investments Pty Ltd at an issue price of $0.02 per share in lieu of repayment of accrued interest of approximately $107,573;

  • 10,925,000 shares to Directors at an issue price of $0.02 per share in lieu of outstanding director and company secretarial fees accrued of approximately $218,500; and

  • 9,000,000 options, exercisable at $0.03 per share and expiring 1 July 2024, in relation to services provided by each Director to the Company. The options are subject to a vesting period of 12 months.

  • (c) In July and August 2021, the Company successfully completed a capital raising of approximately $3.5 million (before costs) through the issue of 175,000,000 shares, on a post consolidation basis, at an issue price of $0.02 per share to sophisticated and institutional investors. In addition, 42,000,000 options, exercisable at $0.03 per share and expiring 1 July 2024, were issued in relation to the underwriting of the rights issue and placement.

  • (d) Subsequent to the Company’s successful capital raising, the Company repaid approximately $1.3 million of convertible notes that matured on 30 June 2021 plus any accrued interest.

20