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ECHOIQ LIMITED Annual Report 2017

Aug 30, 2017

64833_rns_2017-08-30_bfe7d849-4c38-4d77-a482-f59ec7c06bbf.pdf

Annual Report

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Appendix 4E (Rule 4.3A)

Preliminary Final Report

VERILUMA LIMITED (ASX: VRI) – ABN: 48 142 901 353

1. Reporting period – year ended 30 June 2017

Previous corresponding period – year ended 30 June 2016

2. Results for announcement to the market

2.1 Revenue from continuing operations
2.2 Loss after income tax expense
Loss after income tax expense before listing expense on acquisition of Parmelia
Resources Ltd
2.3 Total comprehensive loss for the period attributable to me members of the
Company
2017
A$’000
% change
146
1850%
(14,424)
1424%
(1,863)
97%
(14,424)
1424%

2.4 Dividend and distribution information

Current period

No final dividends were declared for the period ending 30 June 2017. For the period ended 31 December 2016, no interim dividend was declared.

Previous corresponding period

No final dividends were declared for the period ending 30 June 2016. For the period ended 31 December 2015, no interim dividend was declared

2.5 Record date for determining entitlements to dividends :

N/A

2.6 Brief explanation of figures 2.1 to 2.4 (if necessary):

The loss includes the reverse acquisition costs of $12,560,500

Appendix 4E Page 1

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3. Consolidated Statement of Comprehensive Income

Revenue
Other income
Audit fees
Consulting and professional fees
Employee costs
Non – Executive Directors fees
Marketing and public relations expense
Exploration expenditure expensed
Reverse acquisition costs
Share Registry and Listing Fees
Other expenses
Finance costs
Share of net profits of equity-accounted
associates and joint ventures
Loss before income tax
Income tax expense
Loss for the year
Other comprehensive income, net of income tax
Total comprehensive loss for the year
Loss attributable to:
Members of the parent entity
2017
$
2016
$
146,266
7,500
441,682
247,783
(55,375)
(2,500)
(826,306)
(434,033)
(753,141)
(554,791)
(87,156)
-
(226,116)
(6,262)
(120,024)
-
(12,560,500)
-
(65,225)
-
(308,586)
(171,339)
(11,266)
(32,557)
1,663
-
(14,424,084)
(946,199)
-
-
(14,424,084)
(946,199)
-
-
(14,424,084)
(946,199)
(14,424,084)
(946,199)

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4. Consolidated statement of Financial Position

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3

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5. Consolidated Statement of Cashflows

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4

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5

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6. Statement of Changes in Equity

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7. Dividends

N/A

8. Dividend reinvestment plan

N/A

9. Net tangible asset per ordinary share

9. Net tangible assetper ordinary share
Net tangible asset backing per ordinaryshare 30-Jun-17
$ 30-Jun-16
$
0.0009
-5.10

10. Details of entities over which control has been gained or lost

N/A

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11. Details of associates and joint venture entities

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12. Any other significant information

On 8 December 2015, Veriluma Pty Ltd (ACN 117 490 785) and Parmelia Resources Limited (ASX: PML) signed a legally binding Heads of Agreement to acquire 100% of the issued capital in Veriluma Pty Ltd, a software technology development company.

On 29 July 2016, Parmelia Resources Limited issued the prospectus seeking to raise $3,500,000 through the issue of 50,000,000 fully paid ordinary shares in the capital of the Company at $0.07 per share. On 30 August 2016, the Company confirmed the oversubscriptions of the Prospectus offer to raise $3.5 million at an issue price of $0.07.

On 8 September 2016, the acquisition was completed and the Company appointed Mr Richard Anstey as NonExecutive Chairman and Ms Elizabeth Whitelock as Managing Director and Chief Executive Officer. At the same time, Mr Peter Ellery and Mr Jay Stephenson resigned as Directors. The transaction has been accounted for as a reverse acquisition with Veriluma Pty Ltd considered to be the acquirer for accounting purposes. The following equities were issued on 8 September 2016:

  • 50,000,000 ordinary shares were issued pursuant to the prospectus dated 29 July 2016

  • 162,857,400 ordinary shares and 40,000,000 performance shares were issued as consideration for the acquisition of Veriluma Pty Ltd

  • 2,857,143 ordinary shares were issued for the payment of outstanding loans which are owed by Veriluma Pty Ltd to SJSM Pty Ltd

  • 17,465,883 ordinary shares were issued to a Corporate Advisor and Lead Manager

As approved by the Parmelia Resources Limited shareholders on 13 July 2016 the name of the Company was changed from “Parmelia Resources Limited” to “Veriluma Limited” on 12 September 2016, and the principal activities of Parmelia Resources Limited were changed to product development, marketing and commercialisation of software, products and services.

The Company was reinstated to official quotation on the ASX on 27 September 2016 following the completion of the fund raising under the Prospectus dated 29 July 2016 and the completion of the Veriluma acquisition on 8 September 2016 having been suspended from quotation on the Official List of the ASX since 12 July 2016.

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13. Accounting Standards

The financial statements are general purpose financial statements that have been prepared in accordance with the Australian Accounting Standards and the Corporations Act 2001.

14. Results for the period

14.1 Earnings per security

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Basic/diluted loss per share(cents) (4.48) (0.60)

14.2 Returns to Shareholders

N/A

14.3 Significant features of operating performance

Highlights

  • Successful completion of Phase 1 trial with the Australian Government Department of Defence generates over $124k of revenue, with the Company now discussing the potential progression to a materially larger Phase 2 trial

  • Partnership with US company Diamond Capture Associates provides Veriluma with direct access to US government agencies and corporations

  • Gilbert + Tobin pilot successfully completed, with discussions on trial outcomes and future potential commercialisation opportunities ongoing

  • Legal Logix on track to launch its first Veriluma developed application in 1Q18

  • Veriluma’s SAMI application is receiving strong interest from the financial services sector, with a number of financial services organisations interested in trials

  • Discussions with several of the Big 4 accounting firms continue, with the commercial application of Veriluma’s technology under consideration

  • Conditional sale of West Australian Jaurdi Hills tenements

14.4 Segment results

The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors (chief operating decision makers) in assessing performance and determining the allocation of resources. The information presented in the financial report is the same information that is reviewed by the Directors. The Group has identified it only operates in one business segment, being the product development, marketing and commercialisation of software, products and services in Australia. As all significant assets and liabilities and the financial result relates to the one business segment, no detailed segment analysis has been performed. No seasonality in the business segment has been identified that would have a significant impact on the interim results of the Group.

14.5 Trends in performance

Revenue has increased compared with prior period due to new contracts. The loss has increased as a result of the one off reverse acquisition expense.

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  • 14.6 Any other factors which have affected the results in the period which are likely to affect the result in the future, including those where the effect could not be quantified: N/A

15. This report is based on accounts to which one of the following applies:

  • The accounts are in the process of being audited or subject to review.

16. Description of any likely audit dispute or qualification

N/A

Signed

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Elizabeth Whitelock

Company Director 31[st] August 2017

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