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FIRST LITHIUM LIMITED Interim / Quarterly Report 2017

Feb 26, 2017

64921_rns_2017-02-26_43429f52-7789-47a6-8288-9f01e31542b5.pdf

Interim / Quarterly Report

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Appendix 4D Half Year Report

Appendix 4D

Half Year Report to the Australian Stock Exchange

Part 1

Part 1
Name of Entity Ookami Limited
ABN 67 009 081 770
Half Year Ended 31 December 2016
Previous Corresponding Reporting
Period
31 December 2015

Part 2 – Results for Announcement to the Market

31 Dec 2016
$
31 Dec 2016
$
31 Dec 2015
$
31 Dec 2015
$
Percentage
increase
/(decrease) over
previous
corresponding
period
Revenue from continuing operations 11,200 11,149,722 (100%)
(Loss)/Profit from continuing activities after
tax attributable to members
(259,018) 9,608,125 (103%)
Net (loss)/profit attributable to members (259,018) 9,608,125 (103%)
Dividends (distributions) Amount per security Franked amount per security
Final Dividend Nil Nil
Interim Dividend Nil Nil
Record date for determining entitlements to the
dividends (ifany)
Not Applicable

Brief explanation of any of the figures reported above necessary to enable the figures to be understood:

Refer to the Review of Activities contained in the Directors’ Report which forms part of the attached Half Year Financial Report for details.

Ookami Limited

Page 1

Appendix 4D Half Year Report

Part 3 – Contents of ASX Appendix 4D

**Section ** Contents
Part 1 Details of entity, reporting period
Part 2 Results for announcement to the market
Part 3 Contents of ASX Appendix 4D
Part 4 Commentary on results
Part 5 Details relating to dividends
Part 6 Net tangible assets per security
Part 7 Details of entities over which control has been gained or lost
Part 8 Details of associates and joint venture entities
Part 9 Information on audit or review

Ookami Limited

Page 2

Appendix 4D Half Year Report

Part 4 – Commentary on Results

Refer to the Review of Activities contained in the Directors’ Report which forms part of the attached Half Year Financial Report for details.

Part 5 – Details Relating to Dividends

Part 5 – Details Relating to Dividends
Date the dividend is payable N/A
Record date to determine entitlement to the dividend N/A
Amount per security N/A
Total dividend N/A
Amount per security of foreign sourced dividend or
distribution
N/A
Details of any dividend reinvestment plans in operation N/A
The last date for receipt of an election notice for
participation in any dividend reinvestment plans
N/A

Part 6 – Net Tangible Assets per Security

2016 2015
Net tangible asset backing per ordinary security 0.11 Not applicable
– disclaimed
opinion

Part 7 – Details of Entities Over Which Control has been Gained or Lost

Name of entity (orgroupof entities) Not applicable
Date controlgained or lost Not applicable
Contribution of the controlled entity (or group of entities)
to the profit/(loss) from ordinary activities during the
period,from the date ofgainingor losingcontrol
Not applicable
Profit (loss) from ordinary activities of the controlled Not applicable
entity (or group of entities) for the whole of the previous
corresponding period
Contribution to consolidated profit/(loss) from ordinary Not applicable
activities from sale of interest leading to loss of control

Ookami Limited

Page 3

Appendix 4D Half Year Report

Part 8 – Details of Associates and Joint Venture Entities

Name of associate and joint venture entities Ownership Interest Ownership Interest Contribution to net
profit/(loss)
Contribution to net
profit/(loss)
2016
%
2015
%
2016
$A’000
2015
$A’000
Associates NA NA - -
Joint Venture Entities
Monika AEC
26% 26% - -

Part 9 – Audit/Review Status

art 9 – Audit/Review Status art 9 – Audit/Review Status
This report is based on accounts to which one of
(Tick one)
the following applies:
The accounts have been audited The accounts have been subject to review
The accounts are in the process of being
audited or subject to review
The accounts have not yet been audited or
reviewed

If the accounts have not yet been audited or subject to review and are likely to be subject to dispute or qualification, a description of the likely dispute or qualification:

Not applicable

If the accounts have been audited or subject to review and are subject to dispute or qualification, a description of the dispute or qualification:

Refer to attached Half Year Financial Report for the half-year ended 31 December 2016.

Attachments Forming Part of Appendix 4D

**ttachments Forming ** Part of Appendix 4D
Attachment # Details
1 Half Year Financial Report
Signed By Company Secretary
Shannon Coates
Date 27 February 2017

Ookami Limited

Page 4

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LIMITED
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ABN: 67 009 081 770

INTERIM FINANCIAL REPORT for the half-year ended 31 December 2016

The information contained in this condensed report is to be read in conjunction with Ookami Limited’s 2016 annual report and announcements to the market made by Ookami Limited

OOKAMI LIMITED ABN 67 009 081 770 INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONTENTS

Corporate Directory 1
Directors’ Report 2
Auditor’s Independence Declaration 4
Financial Report 5
Directors’ Declaration 14
Independent Auditor’s Review Report 15

CORPORATE DIRECTORY

Directors

Faldi Ismail (Chairman) Brendan de Kauwe Peter Wall

Company Secretary Shannon Coates

Registered office

108 Outram Street, West Perth, WA, 6005 Ph: +61 8 9486 7244

Auditor

Ernst & Young 11 Mounts Bay Road Perth, WA, 6000

Share Registry

Automic Registry Services Level 2, 267 St Georges Terrace Perth, WA, 6000

Bankers National Australia Bank Gateway Building Cnr Marmion & Davy Streets Booragoon WA 6154

Securities Exchange Listing

ASX Limited Level 40, Central Park 152-158 St Georges Terrace Perth, WA, 6000 ASX Code – OOK

1

OOKAMI LIMITED

ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

DIRECTORS’ REPORT

Your Directors present their report, together with the interim financial statements of Ookami Limited (“the Company”) and controlled entities (“the Group”) for the half-year ended 31 December 2016.

Directors

The names and the particulars of the Directors of the Company during the half year and to the date of this report are:

Name Status Appointed
Faldi Ismail Non-Executive Chairman Appointed 5 June 2015
Brendan de Kauwe Non-Executive Director Appointed 5 June 2015
Peter Wall Non-Executive Director Appointed 27 October 2015

Review of operations

During the period the Company continued to develop its Akela proprietary financial services software platform which provides Australian Financial Services Licence (AFSL) holders with a streamlined total managed solution to capital raisings and distribution of public and private offerings. The Company also continued to evaluate complimentary business acquisitions as part of the growth strategy outlined in the prospectus lodged with ASIC on 23 November 2015.

Akela Capital Pty Ltd

The Company’s wholly owned subsidiary, Akela Capital Pty Ltd (“Akela”) successfully ‘soft’ launched the Akela platform during the beta testing phase.

Individuals and entities are able to register on the platform to gain access to offerings, www.akela.vc

There were a number of Offers posted on the platform and the Company is pleased to report that there were no major issues encountered.

The development of the Akela platform is progressing on time and on budget, including:

  • Mobile App development well underway with the first version due to be released next quarter.

  • Development of the Multi-tenant version (white label) of the web application has commenced and is progressing well.

  • Discussions remain ongoing with strategic and prominent financial service providers and AFSL licence holders to participate in a closed ecosystem.

As announced on 14 September 2016, the Company, via Akela, secured an allocation for its members in Cr8tek’s (ASX:CR8) capital raising for CR8’s proposed Flamingo acquisition.

On 19 October 2016, Akela Capital Pty Ltd secured an allocation for its platform’s subscribers in the IPO for openDNA.

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On 7 December 2016, Akela Capital Pty Ltd secured an allocation for its platforms subscribers in the IPO for Essence Lab Ltd.

Financial Performance

The loss for the six months ended 31 December 2016 was $259,018 (31 December 2015: profit $9,608,125).

2

OOKAMI LIMITED

ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

DIRECTORS’ REPORT

Significant events after the balance sheet date

No other matters or circumstances have arisen since the end of the reporting period which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

Auditor independence and non-audit services

The auditor’s independence declaration is included on page 4 of the financial report.

Signed in accordance with a resolution of the Board of Directors made pursuant to s.306(3) of the Corporations Act 2001 .

On behalf of the Directors

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Faldi Ismail Non-Executive Chairman Dated 27 February 2017

3

Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843

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Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au

Auditor’s Independence Declaration to the Directors of Ookami Limited

As lead auditor for the review of Ookami Limited for the half-year ended 31 December 2016, I declare to the best of my knowledge and belief, there have been:

  • a. no contraventions of the auditor independence requirements of 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.

This declaration is in respect of Ookami Limited and the entities it controlled during the financial period.

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Ernst & Young

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T G Dachs Partner 27 February 2017

TD:KG:Ookami:002

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

OOKAMI LIMITED ABN 67 009 081 770 INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2016

31 December 31 December
2016 2015
Note $ $
Interest income 11,200 30
Other income 3 - 11,149,692
Director fees (36,000) -
Software expense (134,795) -
Professional fees (50,449) (71,997)
Share based payment expense 4 - (1,455,393)
Share register expense (16,874) (9,924)
Other expenses (32,100) (4,283)
Profit/ (Loss) before income tax (259,018) 9,608,125
Income tax expense - -
Profit/ (Loss) for the period (259,018) 9,608,125
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss
Other comprehensive income for the year, net of tax - -
Total comprehensive income/ (loss) for the year (259,018) 9,608,125
Profit/ (Loss) attributable to:
Members of the parent entity (259,018) 9,608,125
Total comprehensive profit/ (loss) attributable to:
Members of the parent entity (259,018) 9,608,125
Basic loss per share (cents per share) (0.10) 39.23
Diluted loss per share (cents per share) (0.10) 23.63

The accompanying notes form part of these financial statements.

5

OOKAMI LIMITED ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2016

Note
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Intangible assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Borrowings
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
SHAREHOLDERS’ (DEFICIT)/ EQUITY
Issued capital
5
Reserves
Accumulated losses
SHAREHOLDERS’ EQUITY
31 December
2016
30 June
2016
$
$
2,893,273
3,141,828
15,152
6,519
10,084
6,875
2,918,509
3,155,222
568,917
568,917
568,917
568,917
3,487,426
3,724,139
85,660
58,405
-
4,950
85,660
63,355
85,660
63,355
3,401,766
3,660,784
25,537,263
25,537,263
1,420,798
1,420,798
(23,556,295)
(23,297,277)
3,401,766
3,660,784

The accompanying notes form part of these financial statements.

6

OOKAMI LIMITED ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2016

Balance at 1 July 2015
Profit for the period
Other comprehensive income
Total comprehensive income for the
period
Transactions with owners, recognised
directly in equity
Reserves expired during the period
Equity issued during the period
Balance at 31 December 2015
Balance at 1 July 2016
Loss for the period
Other comprehensive income
Total comprehensive loss for the period
Balance at 31 December 2016
Issued Capital
Option
Premium
Reserve
Accumulated
Losses
Total
$
$
$
$
21,193,635
603,280
(33,294,065)
(11,497,150)
-
-
9,608,125
9,608,125
-
-
-
-
-
-
9,608,125
9,608,125
-
(603,280)
603,280
-
600,000
1,229,336
-
1,829,336
21,793,635
1,229,336
(23,082,660)
(59,689)
25,537,263
1,420,798
(23,297,277)
3,660,784
-
-
(259,018)
(259,018)
-
-
-
-
-
-
(259,018)
(259,018)
25,537,263
1,420,798
(23,556,295)
3,401,766

The accompanying notes form part of these financial statements.

7

OOKAMI LIMITED

ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2016

31 December 31 December
2016 2015
$ $
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees (140,010) (113,774)
Payments for software platform (114,795) -
Payment to deed Administrator - (129,571)
Interest received 11,200 29
Net cash used in operating activities (243,605) (243,316)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of insurance funding (4,950) -
Proceeds from borrowings – convertible notes - 300,000
Capital raising - 3,700,000
Deferred capital raising costs - (44,341)
Net cash (used in)/provided by financing activities (4,950) 3,955,659
Net (decrease)/increase in cash and cash equivalents (248,555) 3,712,343
Cash and cash equivalents at beginning of period 3,141,828 419
Cash and cash equivalents at 31 December 2,893,273 3,712,762

The accompanying notes form part of these financial statements

8

OOKAMI LIMITED ABN 67 009 081 770 INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2016

These consolidated financial statements for the half year ended 31 December 2016 cover Ookami Limited (“the Company”) and its controlled entities as a consolidated entity (also referred to as “the Group”). Ookami Limited is a company limited by shares, incorporated and domiciled in Australia. The Group is a for-profit entity.

The interim financial report was issued by the board of Directors on 27 February 2017 by the Directors of the Company.

This interim financial report does not include the full disclosures of the type normally included in an annual financial report. Therefore, it cannot be expected to provide as full an understanding of the financial performance, financial position and cash flows of the Company as in the full financial report.

It is recommended that this interim financial report is read in conjunction with the annual financial report for the year ended 30 June 2016 and any public announcements made by Ookami Limited during and since the end of the half-year in accordance with continuous disclosure requirements arising under the Corporations Act 2001 and the ASX Listing Rules.

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a) Statement of Compliance

The interim financial report is a condensed financial report prepared in accordance with the requirements of the Corporations Act 2001 and AASB 134: Interim Financial Reporting. Compliance with AASB 134 ensures compliance with IAS 34 ‘Interim Financial Reporting’ where possible (refer to note 1(b)).

The financial statements have been prepared on an accruals basis and are based on historical costs modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.

The Accounting policies adopted in the preparation of this half-year financial report are consistent with those followed in preparation of the Group’s annual consolidated financial statements for the year ended 30 June 2016, except for the adoption of new standards and interpretations effective as of 1 July 2016 and applied these retrospectively. The adoption of these Standards and Interpretations has had no material impact.

Changes in accounting policies, accounting standards and interpretations

The accounting policies adopted in the preparation of the interim 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 2016. All applicable new standards and interpretations issued since 1 July 2016 have been adopted. There was no significant impact on the Group.

b) Incomplete records

  • a) The financial report for the half-year ended 31 December 2015 has been prepared by Directors who were appointed on or after 5 June 2015. However, the Directors did not have control of the Company until the effectuation of the deed of company arrangement (“DoCA”) on 23 September 2015.

  • b) Prior to 23 September 2015, the current Directors did not have oversight or control over the company’s financial reporting systems including but not limited to being able to obtain access to complete accounting records of the Company. To prepare the financial reports for the half-year ended 31 December 2015, the Directors have reconstructed the financial records of the company for the period 1 July 2015 to 23 September 2015 using data extracted from the company’s accounting system. However, there may have been information that the current Directors were not able to obtain, the impact of which may or may not have been material on the financial performance for the half-year ended 31 December 2015.

9

OOKAMI LIMITED ABN 67 009 081 770 INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2016

  • c) The current Directors have not been able to source books and records of the Company’s subsidiary, AEC China Ltd. Accordingly, the financial information of AEC China Ltd had been deconsolidated in prior periods (effective from 1 July 2010).

Consequently, although the Directors have prepared this financial report for the year ended 31 December 2016 to the best of their knowledge based on the information available to them, they are of the opinion that it is not possible to state that these financial reports had been prepared in accordance with Australian Accounting Standards including Australian interpretations, other authoritative pronouncements of the Australian Accounting Standard Board and the Corporations Act 2001. Furthermore, the Directors are of the opinion that it is not possible to state this financial report gives a true and fair view of the Group’s financial position as at 31 December 2016 and its performance for the half-year ended on that date and cannot form a view as to whether the financial statements comply with International Financial Reporting Standards (IFRS).

NOTE 2: OPERATING SEGMENTS

Segment Information

Identification of reportable segments

The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors (the chief operating decision makers) in assessing performance and in determining the allocation of resources.

The Group now only has one segment being, the development of software and the location of the segments assets is in Western Australia. Accordingly, all significant operating disclosures are based upon analysis of the Group as one segment. The financial results from this segment are equivalent to the financial statements of the Group as a whole.

NOTE 3: OTHER INCOME

On 29 August 2014, the Board resolved to place the Company into voluntary administration and appointed Mr Mark Summers and Mr Jack James of Palisade Business Consulting as joint and several administrators of the Company. Following appointment of the administrators, the powers of the Company’s officers (including Directors) were suspended and the administrators assumed control of the Company’s business, property and affairs.

The Deed of Company Arrangement (“DoCA”) was executed on 24 October 2014. On 13 March 2015, the creditors of the Company resolved that the Company vary the Original DoCA. On the 20 March 2015 the Company and Otsana Capital (Otsana) executed a varied DoCA, which embodied a proposal by Otsana for the recapitalisation of the Company (Recapitalisation Proposal). The DoCA provided for the creation of a Creditors Trust and an opportunity for the Company to be restructured for a “cash consideration”. Under the DoCA, the claims of the Company’s creditors as at 23 September 2015 now reside within the Creditors Trust. The Voluntary Administrators were appointed as Deed Administrators and Trustees of the Creditors Trust. The purpose of the DoCA was to facilitate a reconstruction and recapitalisation of the Company with a view to having the Company relisted on the ASX. On effectuation of the DoCA control of the Company reverted back to the Directors.

The effectuation of the DoCA on 23 September 2015 had the following financial effect:

  • claims of the Company’s creditors as at 23 September 2015 now reside within the Creditors Trust;

  • all cash at bank and any other assets at 23 September 2015 were transferred to the creditors trust; and

  • the payment of the promoter contribution of $200,000[1] .

This resulted in a debt release gain under the DoCA of $11,149,692 being recognised in the half year ended 31 December 2015 as detailed below:

1 The initial deposit of $27,500 and second deposit of $35,000 was settled in FY 2015, the amounts were loaned from the promoters as disclosed in Note 6. The remaining promoter contribution of $137,500 was settled during the period ending 31 December 2015.

10

OOKAMI LIMITED ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2016

NOTE 3: OTHER INCOME

NOTE 3: OTHER INCOME
Note
Other Income
-
Net refunds received by Administrator
-
Final DoCA payment
-
Creditor shares transferred to the trust
Assets transferred to the Creditors Trust
Gain on creditor obligation released
Gain arising from Deed of Company Arrangement
31 December 2016 31 December 2015
$
$
-
(2,133)
-
(137,500)
-
(100,000)
-
(239,633)
-
11,389,325
-
11,149,692

NOTE 4: SHARE BASED PAYMENT EXPENSE

The following share-based payment were on issue as at 31 December 2016:

Grant Date Number
3 September 2015 – Promoter Shares Options 25,000,000
3 September 2015 – Broker Share Options 25,000,000
24 December 2015 – Class A Performance Rights 9,000,000
24 December 2015 - Class B Performance Rights 9,000,000
24 December 2015 - Class C Performance Rights 9,000,000
24 December 2015 – Broker Options 17,500,000

These instruments vested immediately. The instruments hold no voting or dividend rights and are unlisted.

11

OOKAMI LIMITED

ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2016

NOTE 5: ISSUED CAPITAL
31 December 2016
30 June 2016
(a) Share Capital
$
$
252,592,289 (30 June 2016: 252,592,289) fully paid ordinary shares
25,537,263
25,537,263
(b) Movements in fully paid Ordinary Capital
Date
Number
$
Balance at beginning of the reporting period
1 July 2015
5,092,289
21,193,635
Issued Capital – Placement to creditors trust
3 September 2015
5,000,000
100,000
Issued Capital – Placement to promoters
3 September 2015
25,000,000
500,000
Balance at end of the comparative half-year
31 December 2015
35,092,289
21,793,635
Issued Capital – Pursuant to prospectus
22 January 2016
185,000,000
3,700,000
Issued Capital – Conversion of convertible notes2
22 January 2016
15,000,000
300,000
Issued Capital – Consideration for acquisition of subsidiary
25 January 2016
17,500,000
350,000
Capital raising costs
-
(606,372)
Balance at end of the reporting period
30 June 2016
252,592,289
25,537,263
Balance at beginning of the reporting period
1 July 2016
252,592,289
25,537,263
Balance at end of the reporting period
31 December 2016
252,592,289
25,537,263
31 December 2016
30 June 2016
$
$
31 December 2016
30 June 2016
$
$
25,537,263
25,537,263
Number
$
5,092,289
21,193,635
5,000,000
100,000
25,000,000
500,000
35,092,289
21,793,635
185,000,000
3,700,000
15,000,000
300,000
17,500,000
350,000
-
(606,372)
252,592,289
25,537,263
252,592,289
25,537,263
252,592,289
25,537,263

Ordinary shareholders are entitled to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares held. Every ordinary shareholder present at a meeting in person or by proxy is entitled to one vote on a show of hands or by poll. Shares have no par value.

NOTE 6: RELATED PARTY TRANSACTIONS

a. Key management personnel compensation

The related party transactions of the half-year financial report are consistent with those disclosed in the Company’s 2016 annual financial report for the financial year ended 30 June 2016.

2 On 22 September 2015, the Company entered into a number of identical convertible loan agreements with unrelated parties (except for as detailed below) for a total amount of $300,000. The Company obtained shareholder approval on the 24 December 2015 to convert the loaned amounts to satisfy the repayment of the funds advanced by issuing Shares at a deemed issue price of $0.02 per Share under the Conversion Offer. The Shares were issued on the 22 January 2016.

No interest was payable and no security was required. One of the Converting Loan Agreements, for an amount of $20,000, was with Davinch Pty Ltd, an entity controlled by Mr Chris Ntoumenopoulos, a former Director of the Company.

12

OOKAMI LIMITED ABN 67 009 081 770

INTERIM FINANCIAL REPORT 31 DECEMBER 2016

CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2016

NOTE 7: CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

There have been no changes in contingent liabilities since 30 June 2016.

Commitments

The Company signed a twelve month lease agreement with Adamantium Holdings Pty Ltd (a related entity). The lease expired on 1 November 2016 and thereafter the Company is not bound to any rental commitment except 3 months’ cancellation notification. Commitments of $4,500 remain at the end of the reporting period.

The Company signed a 24 months consultancy agreement with Zak Ismail to provide information technology services. The agreement expires on 31 January 2018. Commitments of $60,000 remain at 31 December 2016.

NOTE 8: FAIR VALUES

The fair value of financial assets and financial liabilities of the Group approximated their carrying amount.

NOTE 9: EVENTS SUBSEQUENT TO REPORTING DATE

No other matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

13

OOKAMI LIMITED ABN 67 009 081 770 INTERIM FINANCIAL REPORT 31 DECEMBER 2016

DIRECTORS’ DECLARATION

In the opinion of the Directors of Ookami Limited and its controlled entities (‘the Group’)

  1. As set out in note 1(b), although the Directors have prepared the financial statements and notes thereto to the best of their knowledge based on the information made available to them, they are of the opinion that it is not possible to state that the financial statements and notes thereto are in accordance with the Corporations Act 2001, including:

  2. (i) giving a true and fair view of the Group’s financial position as at 31 December 2016 and its performance for the half-year ended on that date; and

  3. (ii) complying with Australian Accounting Standard AASB 134 Interim Financial Reporting.

  4. There are reasonable ground 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 Board of Directors and is signed for and on behalf of the Directors by:

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Faldi Ismail Non-Executive Chairman

27 February 2017

14

Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au

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Report on the half-year financial report to the members of Ookami Limited

We were engaged to review the accompanying half-year financial report of Ookami Limited and its controlled entities (“the consolidated entity”), which comprises the consolidated statement of financial position as at 31 December 2016, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the half-year end or from time to time during the half-year.

Directors’ responsibility for the half-year financial report

The directors of the Ookami Limited (“the company”) are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal controls as the directors determine are necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s responsibility

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 . Because of the matters described in the basis for disclaimer of review conclusion paragraphs, we were not able to obtain sufficient appropriate review evidence to provide a basis for review conclusion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We have given to the directors of the company a written Auditor’s Independence Declaration, a copy of which is included in the Directors’ Report.

Basis for disclaimer of review conclusion

  1. We audited the financial statements of the consolidated entity for the financial year ended 30 June 2016, and in our audit report dated 13 September 2016 expressed a disclaimer of opinion on that financial report. Since opening balances of assets and liabilities affect the determination of the consolidated entity’s financial performance for the half-year ended 31 December 2016, we were unable to determine whether adjustments to the results of operations for the half-year ended 31 December 2016 were necessary. Further, the financial position of the consolidated entity for the year ended 30 June 2016 is shown as comparatives in the 31 December 2016 half-year financial report.

TD:KG:OOKAMI:003

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

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  1. We reviewed the financial statements of the consolidated entity for the half-year ended 31 December 2015, for which we were unable to and did not express a review conclusion as to the truth and fairness of the financial position of the consolidated entity as at 31 December 2015 and of its performance for the half-year ended on that date due to the existence of limitations on the scope of our work as detailed in our disclaimer of auditor’s conclusion dated 29 February 2016. The financial performance of the consolidated entity for the half-year ended 31 December 2015 is shown as comparatives in the 31 December 2016 half-year financial report.

  2. The current Board of Ookami Limited has not been able to source and provide to ourselves books and records of the company’s subsidiary, AEC China Ltd. As detailed in note 1(b) to the financial report, the financial information of AEC China Ltd was deconsolidated from 1 July 2010. Under Australian Accounting Standards, the financial information of subsidiaries should be consolidated. Had the financial information of AEC China Ltd been consolidated, many elements in the accompanying financial report may have been materially affected. The effects on the financial report of the failure to consolidate AEC China Ltd’s financial position as at 31 December 2016 and its performance for the year then ended have not been able to be determined.

Disclaimer of review conclusion

Because of the significance of the matters described in the basis for disclaimer of review conclusion paragraphs, we have not been able to obtain sufficient appropriate review evidence to provide a basis for a review conclusion. Accordingly we do not express a review conclusion on the financial report for the half-year ended 31 December 2016.

Report on other legal and regulatory requirements

Due to the matter described in the basis for disclaimer of review conclusion paragraphs, we have not been given all information, explanation and assistance necessary for the conduct of the review; and we are unable to determine whether the company has kept:

  • a. financial records sufficient to enable the financial report to be prepared and reviewed; and

  • b. other records and registers as required by the Corporations Act 2001 .

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Ernst & Young

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T G Dachs Partner Perth

27 February 2017

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation