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FIRST LITHIUM LIMITED Interim / Quarterly Report 2021

Feb 25, 2021

64921_rns_2021-02-25_1a90b68c-13bf-460b-a0f1-c728774c344e.pdf

Interim / Quarterly Report

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ASX APPENDIX 4D

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HALF-YEAR FINANCIAL REPORT TO 31 DECEMBER 2020

1. DETAILS OF REPORTING PERIOD

Name of Entity Ookami Limited (“the Company”) ABN 67 009 081 770 Reporting Period 31 December 2020 Previous Corresponding Period 31 December 2019

2. RESULTS FOR ANNOUNCEMENT TO THE MARKET

31 Dec 2020 31 Dec 2019 % Change
$ $
Revenues from ordinary activities 65 1,286 (95%)
Profit/(Loss) after tax from ordinary activities (322,112) (326,453) (1.33%)
attributable to members
Comprehensive Profit/(Loss) after tax (322,112) (301,779) 6.74%
attributable to members
Amount Per Franked Amount
Security Per Security
Final Dividend Nil Nil
Interim Dividend Nil Nil
Previous Corresponding Period Nil Nil
Record Date for Determining Entitlements Not Applicable

Commentary on results:

For further information, refer to the review of operations contained in the directors’ report, which forms part of the attached condensed consolidated financial statements.

3. NET TANGIBLE ASSETS PER SHARE

3.
NET TANGIBLE ASSETS PER SHARE
31 December 2020 31 December 2019
Net tangible asset backing per ordinary security 0.285 cents 0.530 cents

Page 1 of 2

OOK Appendix 4D - 31 Dec 2020

4. DETAILS OF ENTITIES OVER WHICH CONTROL HAS BEEN GAINED OR LOST DURING THE PERIOD

Control gained over entities

Name of entity (or group of entities) N/A
Date control gained N/A
Contribution of such entities to the reporting entity’s profit/(loss) from ordinary N/A
activities during the period (where material)
Consolidated profit/(loss) from ordinary activities of the controlled entity (or group of N/A
entities) whilst controlled during the whole of the previous corresponding period
(where material)
Loss of control over entities
Name of entity (or group of entities) N/A
Date control lost N/A
Contribution of such entities to the reporting entity’s profit/(loss) from ordinary N/A
activities during the period (where material)
Consolidated profit/(loss) from ordinary activities of the controlled entity (or group of N/A
entities) whilst controlled during the whole of the previous corresponding period
(where material)

5. DIVIDEND DETAILS

No dividend has been paid or recommended to be paid for the half-year ended 31 December 2020.

6. DETAILS OF DIVIDEND REINVESTMENT PLANS

N/A

7 DETAILS OF ASSOCIATE AND JOINT VENTURE ENTITIES

N/A

8. FOREIGN ENTITIES

N/A

9. AUDIT

This report has been based on accounts that have been subject to an audit review. There are no items of dispute with the auditor and the audit review is not subject to qualification.

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Faldi Ismail Chairman

25 February 2021

Page 2 of 2

OOK Appendix 4D - 31 Dec 2020

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INTERIM FINANCIAL REPORT

for the half-year ended 31 December 2020

The information contained in this interim report is to be read in conjunction with Ookami Limited’s 2020 annual report and announcements to the market made by Ookami Limited

CONTENTS

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Corporate Directory Directors’ Report Auditor’s Independence Declaration Consolidated Interim Financial Statements Directors’ Declaration 14 Independent Auditor’s Review Report 15

CORPORATE DIRECTORY

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Directors

Faldi Ismail Non-Executive Chairman John Ciganek Non-Executive Director Joseph Van Den Elsen Non-Executive Director

Company Secretary Justin Mouchacca

Registered office

108 Outram Street, West Perth, WA 6005 Ph: +61 3 8630 3321

Auditor

Pitcher Partners BA&A Pty Ltd Level 11, 12-14 The Esplanade Perth, WA 6000

Share Registry

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

Bankers National Australia Bank Gateway Building Corner of 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 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

DIRECTORS’ REPORT

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Your Directors present their report, together with the consolidated interim financial statements of Ookami Limited (“the Company”) and controlled entity (“the Group” or “Ookami”) for the half-year ended 31 December 2020.

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 Resigned
Faldi Ismail Non-Executive Chairman 5 June 2015 -
John Ciganek Non-Executive Director 9 December 2020 -
Joseph Van Den Elsen Non-Executive Director 3 September 2020 -
Brendan de Kauwe Non-Executive Director 5 June 2015 26 November 2020
Emilija Poposka Kardaleva Non-Executive Director 30 January 2018 3 September 2020

Company Secretary

Justin Mouchacca (appointed 23 October 2020)

Stephen Buckley (appointed 7 November 2018, resigned 23 October 2020)

Review of operations

During the half-year ended 31 December 2020, the Group continued to seek potential value adding assets and opportunities, both complementary and non-complementary, in the best interest of the Company and its shareholders with a view to reinstatement of the Company’s securities on the Australian Security Exchange (“ASX”).

On 3 September 2020, Mr Joseph Van Den Elsen was appointed as Non-Executive Director and Ms. Emillija Poposka Kardaleva resigned from her position as Non-Executive Director.

On 26 November 2020, Mr Brendan de Kauwe resigned as a Non-Executive Director and On 9 December 2020, Mr John Ciganek was appointed as Non-Executive Director.

On 16 December 2020, the Company’s wholly owned subsidiary Akela Capital Pty Ltd (“Akela”) had it’s Australian Financial Services License cancelled.

The Company remained in voluntary suspension during the half-year ended 31 December 2020.

Financial performance

The total comprehensive loss for the half-year ended 31 December 2020 was $322,112 (31 December 2019: loss $301,779).

The Group had working capital of $36,432 (30 June 2020: $358,185). The Group had negative cash flows from operating activities for the half-year amounting to $206,121 (31 December 2019: ($211,954)).

Dividends paid or recommended

There were no dividends paid, or recommended, during the half-year ended 31 December 2020.

Significant events after the balance sheet date

On 24[th] February 2021, the Company has entered into a $200,000 short term loan facility arrangement with Mr Joseph van den Elsen, a Director, to provide the Group with interim funding in respect to working capital requirements prior to the completion of a proposed capital raising. As at the date of this report, the Company has not drawn down on this short term loan facility.

The short term loan facility is unsecured and any amounts drawn down will be repayable on the earlier of 6 months or within 10 days following the reinstatement of the Company to official quotation on the ASX. The Company will pay a 5% establishment fee in respect to the facility and interest is payable following the drawdown of funds at a rate of 5% per annum.

Other that the above, there were no significant events subsequent to the reporting date for the half-year ended 31 December 2020.

2 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

DIRECTORS’ REPORT

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Rounding of amounts to nearest thousand dollars

In accordance with ASIC Corporations (Rounding in Financial/Director’s Reports) Instrument 2016/191, the amounts in the Directors’ report and in the financial report have been rounded to the nearest dollar.

Auditor independence

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

Faldi Ismail

Non-Executive Chairman Dated 25 February 2021

3 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

AUDITOR'S INDEPENDENCE DECLARATION

TO THE DIRECTORS OF OOKAMI LIMITED AND ITS CONTROLLED ENTITY

In relation to the independent review for the half-year ended 31 December 2020, to the best of my knowledge and belief there have been:

  • (i) No contraventions of the auditor independence requirements of the Corporations Act 2001 ; and

  • (ii) no contraventions of APES 110 Code of Ethics for Professional Accountants (including Independence Standards).

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

PITCHER PARTNERS BA&A PTY LTD

PAUL MULLIGAN Executive Director 25[th] February 2021

Pitcher Partners BA&A Pty Ltd

Adelaide Brisbane Melbourne Newcastle Perth Sydney

Pitcher Partners is an association of independent firms. Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.

An independent Western Australian Company ABN 76 601 361 095. Level 11, 12-14 The Esplanade, Perth WA 6000 Registered Audit Company Number 467435. Liability limited by a scheme under Professional Standards Legislation.

4

Consolidated Statement of Profit or Loss

and Other Comprehensive Income

For the half-year ended 31 December 2020

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31 December 2020
31 December 2019
Note $
$
Revenue from contracts with customers
Other income
Depreciation & amortisation expense
Director fees
Insurance expense
Professional fees
Share based payment expense
Share register expense
Software expense
Other expenses
(Loss) before income tax
Income tax expense
(Loss) for the half-year
Other comprehensive income:
Items that may not be reclassified subsequently to profit or loss
fair value movement of financial asset at fair value through OCI
Total comprehensive (loss) for the half-year
(Loss) attributable to:
Members of the parent entity
Total comprehensive (loss) attributable to:
Members of the parent entity
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
-
925
65
360
(359)
(73,005)
(75,434)
(77,040)
(30,799)
(33,228)
(166,806)
(62,814)
-
(7,674)
(23,581)
(16,931)
(11,464)
(30,565)
(13,734)
(26,481)
(322,112)
(326,453)
-
-
(322,112)
(326,453)
-
24,674
(322,112)
(301,779)
(322,112)
(301,779)
(322,112)
(301,779)
(0.09)
(0.18)
(0.09)
(0.18)

The consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

5 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Statement of Financial Position

For the half-year ended 31 December 2020

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31 December 2020
30 June 2020
Note $
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
4
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Financial assets at fair value through OCI
5
Intangible assets
Property, plant and equipment
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
SHAREHOLDERS’ EQUITY
Issued capital
6
Reserves
7
Accumulated losses
SHAREHOLDERS’ EQUITY
195,271
410,051
14,680
8,813
19,974
24,780
229,925
443,644
933,240
933,240
146
146
1,541
1,900
934,927
935,286
1,164,852
1,378,930
193,493
85,459
193,493
85,459
193,493
85,459
971,359
1,293,471
27,439,194
27,439,194
(221,797)
(221,797)
(26,246,038)
(25,923,926)
971,359
1,293,471

The consolidated statement of financial position should be read in conjunction with the accompanying notes.

6 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Statement of Changes in Equity

For the half-year ended 31 December 2020

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Issued Capital
Fair value
reserve of
financial
assets at FV
through OCI
Share Based
Payment
Reserve
Accumulated
Losses
Total
$
$
$
$
$
Balance at 1 July 2019
Loss for the half-year
Other comprehensive income
Total comprehensive loss for the half-year
Transfer fair value reserve of financial assets
at fair value through OCI
Transactions with owners recognised
directly in equity
Options expired during the half-year
Performance Rights expensed during the
half-year
Balance at 31 December 2019
Balance at 1 July 2020
Loss for the half-year
Other comprehensive income
Total comprehensive loss for the half-year
Transfer fair value reserve of financial assets
at fair value through OCI
Transactions with owners recognised
directly in equity
Balance at 31 December 2020
27,439,194
-
410,514
(25,315,147)
2,534,561
-
-
-
(326,453)
(326,453)
-
24,674
-
-
24,674
-
24,674
-
(326,453)
(301,779)
-
(24,674)
-
24,674
-
-
-
(371,957)
371,957
-
-
-
7,674
-
7,674
27,439,194
-
46,231
(25,244,969)
2,240,456
27,439,194
(270,697)
48,900
(25,923,926)
1,293,471
(322,112)
(322,112)
-
-
-
-
-
-
-
-
(322,112)
(322,112)
-
-
-
-
-
-
-
-
-
-
27,439,194
(270,697)
48,900
(26,246,038)
971,359

The consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

7 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Statement of Cash Flow

For the half-year ended 31 December 2020

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31 December 2020
31 December 2019
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Payments for software platform
Receipt from customer
Interest received
Net cash (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Payment for development of software platform
Net cash (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment to lender (insurance premium)
Net cash (used in) financing activities
Net (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of the half-year
Cash and cash equivalents at 31 December
(199,653)
(185,926)
(6,533)
(27,313)
-
925
65
360
(206,121)
(211,954)
-
(2,302)
-
(2,302)
(8,659)
-
(8,659)
-
(214,780)
(214,256)
410,051
855,581
195,271
641,325

The consolidated statement of cash flow should be read in conjunction with the accompanying notes.

8 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Notes to the Financial Statement

For the half-year ended 31 December 2020

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This condensed interim financial report for the half-year ended 31 December 2020 covers Ookami Limited (“the Company”) and its controlled entity (“the Group” or “Ookami”). Ookami Limited is a company limited by shares, incorporated and domiciled in Australia. The Group is a for-profit entity.

NOTE 1: BASIS OF PREPARATION OF THE HALF-YEAR FINANCIAL REPORT

This condensed 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 Group as in the full financial report.

It is recommended that this condensed interim financial report is read in conjunction with the annual financial report for the year ended 30 June 2020 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.

The condensed interim financial report was issued by the board of Directors on 25 February 2021 by the Directors of the Company.

  • a) Basis of preparation

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’.

The interim 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 certain financial assets.

b) New and amended standards adopted by the Group

The Group has considered the implications of new or amended Accounting Standards which have become applicable for the current annual financial reporting period beginning on or after 1 July 2020. It has been determined by the Group that there is no impact, material or otherwise, of the new or amended Accounting Standards and therefore no changes to Group accounting policies. No retrospective change in accounting policy of material reclassification has occurred during the half year.

Accounting standards issued but not yet effective

The Australian Accounting Standards Board has issued a number of new and amended Accounting Standards and Interpretations that have mandatory application dates for future reporting periods, some of which are relevant to the Group. The Group has decided not to early adopt any of these new and amended pronouncements. The Group is currently in the process of assessing the following new and amended pronouncements:

  • AASB 2020-4: Amendments to Australian Accounting Standards – Covid-19-Related Rent Concessions

  • AASB 2020-8 Amendments to Australian Accounting Standards – Interest Rate Benchmark Reform – Phase 2

  • AASB 2020-3 Amendments to Australian Accounting Standards – Annual Improvements 2018 – 2020 and Other Amendments

  • AASB 2020-1: Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-current,

    • AASB 2020-6 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-current – Deferral of Effective Date

c) Going Concern

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

The Consolidated Statement of Profit and Loss and Other Comprehensive Income shows that the Group incurred losses of $322,112 during the half-year ended 31 December 2020 (2019: losses of $301,779) and had net cash outflows from operation of $206,121 (2019: cash outflow of $211,954). The Consolidated Statement of Financial position shows that the Group had a cash and cash equivalents balance of $195,271 (30 June 2020: $410,051), a net current asset position of $36,432 (30 June 2020: $358,185) and a net asset position of $971,359 (30 June 2020: $1,293,471) as at 31 December 2020.

9 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Notes to the Financial Statement

For the half-year ended 31 December 2020

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c) Going Concern (continued)

These financial statements have been prepared on a going concern basis. In arriving at this position the Directors have had regard to the fact that based on the matters noted below the Group has, or in the Directors opinion, will have access to, sufficient cash to fund administrative and other committed expenditure for a period of at least 12 months from the date of signing this report. The Group’s cashflow forecasts for the twelve months ended 31 March 2022 indicate that the Group will be able to settle its liabilities as and when they fall due for a period of at least 12 months from the date of signing the Condensed Interim Financial Report.

In forming this view the Directors have taken into consideration the following:

  • Keeping both administrative and development costs to a minimum through careful cash management, with an option to defer payment of related party payments; and

  • The Directors have obtained a line of credit of $200,000 to provide additional financial support for a period of up to 6 months to continue operations until a capital raise can be completed which will provide funding for at least a period of 12 months from the date of this report.

Should the Group not achieve the matters set out above there is a material uncertainty whether the Group will continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial statements. The financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern and meet its debts as and when they fall due.

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: DIVIDEND

No dividends have been paid by the Group during the half-year ended 31 December 2020, nor have the Directors recommended that any dividends be paid (30 June 2020: nil).

NOTE 4: TRADE AND OTHER RECEIVABLES 31 December 2020
30 June 2020
GST receivables $
$
14,680
8,813
14,680
8,813

All amounts are short-term. The net carrying value of other receivables is considered a reasonable approximation of fair value. All receivables are expected to be recovered in full.

NOTE 5: FINANCIAL ASSETS AT FAIR VALUE THROUGH OCI 31 December 2020
30 June 2020
Investment in Brontech Pty Ltd
Investment in National Currency eXchange Group
$
$
933,240
933,240
-
-
933,240
933,240

Significant judgment has been applied by the Directors in determining the fair value of the above financial assets at fair value through OCI. Refer to Note 1 (t) on 30 June 2020 Annual Report for details of those significant judgments and Note 11 in this financial report for details of

10 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Notes to the Financial Statement

For the half-year ended 31 December 2020

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significant unobservable inputs into the valuation. There were no new investments acquired during the half-year ended 31 December 2020 and no changes in the number of shares held in the existing investment.

NOTE 6: ISSUED CAPITAL 31 December 2020
30 June 2020
a) Share Capital
340,739,459 (30 June 2020: 340,739,459) fully paid ordinary shares
b) Movements in fully paid Ordinary Capital
Balance at 31 December 2019 and 30 June 2020
Balance at 31 December 2020
$
$
27,439,194
27,439,194
Number
$
340,739,459
27,439,194
340,739,459
27,439,194

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 7: RESERVES 31 December 2020
30 June 2020
Fair value reserve of financial assets at FV through OCI
Share based payment reserve
Movements - Fair value reserve of financial assets at FV through OCI
Balance at the beginning of the half-year
Fair value movement of financial assets at FV through OCI
Balance at end of the half-year
Movements – Share based payment reserve
Balance at the beginning of the half-year
Issue of 2,000,000 performance rights to Director Emilija Poposka Kardaleva1
Expiry of 25,500,000 unlisted options
Balance at the end of the half-year
$
$
(270,697)
(270,697)
48,900
48,900
(221,797)
(221,797)
(270,697)
-
-
(270,797)
(270,697)
(270,697)
48,900
410,514
-
10,343
-
(371,957)
48,900
48,900

1 On 4 September 2018 the Company issued 2,000,000 Performance Rights to Non-Executive Director Emilija Poposka Kardaleva, the performance rights have been valued at grant date and each class expensed over the vesting period. During the year ended 30 June 2020 a share-based payment expense of $10,343 was recognised. On 7 July 2020, the performance rights lapsed as the milestones attached on the performance rights were not met.

NOTE 8: SHARE BASED PAYMENTS

No share-based payment arrangement entered into during the half-year period ended 31 December 2020 and no changes to the arrangements reported at 30 June 2020.

NOTE 9: RELATED PARTY TRANSACTIONS

The related party transactions of the half-year financial report are consistent with those adopted and disclosed in the Group’s 2020 annual financial report for the financial year ended 30 June 2020.

11 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Notes to the Financial Statement

For the half-year ended 31 December 2020

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NOTE 10: CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

There are no known contingent liabilities at the end of the reporting period (30 June 2019: Nil).

Commitments

There are no commitments at the end of the reporting period (30 June 2020: Nil).

NOTE 11: FAIR VALUE MEASUREMENT

Fair value hierarchy

Assets and liabilities measured and recognised at fair value have been determined by the following fair value measurement hierarchy:

  • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly

  • Level 3: Inputs for the asset or liability that are not based on observable market data

Measurement of fair value financial insturments

The Group’s financial investment in unquoted equity shares, Brontech Pty Ltd and National Currency eXchange Group Limited are not traded in an active market. Given the investments are considered level 3 investments, there is a significant level of Director judgment required to determine fair value as at any given reporting date. The investments have been fair valued using significant unobservable inputs for which market data is not available and developed using the best information available about the assumptions that market participants would use when pricing the asset. The following table provides the fair value of the financial assets held by the Group as at 31 December 2020.

31 December 2020
Date of valuation
Total
Quoted prices in
active markets
(level 1)
Significant
observable inputs
(level 2)
Significant
unobservable
inputs (Level 3)
Assets measured at fair value – unquoted equity shares
Investment in Brontech Pty Ltd
31 December 2020
Investment in National Currency
eXchange Group Limited
31 December 2020
Total financial assets
$
$
$
$
933,240
-
-
933,240
-
-
-
-
933,240
-
-
933,240

The fair value of the financial assets has been determined in accordance with the fair value hierarchy disclose above. The Group has conducted an internal assessment with regards to Brontech Pty Ltd and National Currency eXchange Group Limited and concluded that cost remains an appropriate estimate of the fair value of the investment at 31 December 2020 as there have been no matters or circumstances arising to provide the Group with a substantive indication that this conclusion is no longer appropriate.

The significant unobservable inputs considered by the Directors in the determination that cost remains an appropriate estimate of the fair value of Brontech Pty Ltd and National Currency eXchange as at 31 December 2020 are as follows:

Brontech Pty Ltd

  • That there has been no capital raised by Brontech Pty Ltd since the time of the Group’s investment in Brontech Pty Ltd. A further capital raise could be relied on by the Group as an independent, third party indication of the investment’s fair value;

  • Brontech Pty Ltd’s financial performance, assessed by the Directors by reviewing unaudited financial information on a regular basis has improved during the period, but not to a degree to justify either an increase or decrease in the Group’s investment; and

  • • Despite the impact of COVID-19 on the business, Brontech Pty Ltd was able to progress its operating objectives and was able to achieve an improvement in financial performance in comparison to the previous financial year.

National Currency exChange Group Limited (“NCX”)

  • As announced on 20 September 2019, the Group intended to divest its investment in NCX by entering into a binding Sale Share Agreement with Lateral Capital Ventures Pty Ltd ("Lateral”) to dispose of the investment on behalf of the Group. Given the occurrence of COVID-19 resulting in an uncertain economic market, this has impacted Lateral’s ability to dispose of the

12 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Consolidated Notes to the Financial Statement

For the half-year ended 31 December 2020

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NOTE 11: FAIR VALUE MEASUREMENT CONTINUED

investment. Consequently as at 30 June 2020 the Directors assessed that the Group continued to retain the risks and rewards of ownership of the NCX investment.

On the basis that no reliable information was available to determine an appropriate estimate of fair value and the uncertainty within the external operating environment, the Directors considered it prudent to value the investment at $nil as at 30 June 2020. The Directors have considered whether any further reliable information is available as at 31 December 2020 to indicate that the value as at that date should be adjusted. On the basis that no additional reliable information is available to determine an appropriate estimate of fair value, the Directors consider it prudent to continue to value the investment at $nil.

The fair value of financial instrument of the Group approximate their carrying amount.

Reconciliation of level 3 fair value movements

31 December 2020
30 June 2020
Financial investment in unquoted equity shares
Opening balance
Purchase / Issues
Total gain recognised in other comprehensive income
Closing balance
933,240
1,203,937
-
-
-
(270,697)
933,240
933,240

NOTE 12: EVENTS SUBSEQUENT TO REPORTING DATE

On the 24[th] February 2021, the Company has entered into a $200,000 short term loan facility arrangement with Mr Joseph van den Elsen, a Director, to provide the Group with interim funding in respect to working capital requirements prior to the completion of a proposed capital raising. As at the date of this report, the Company has not drawn down on this short term loan facility.

The short term loan facility is unsecured and any amounts drawn down will be repayable on the earlier of 6 months or within 10 days following the reinstatement of the Company to official quotation on the ASX. The Company will pay a 5% establishment fee in respect to the facility and interest is payable following the drawdown of funds at a rate of 5% per annum.

Other that the above, there were no significant events subsequent to the reporting date for the half-year ended 31 December 2020.

13 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

Directors’ Declaration

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

  1. The financial statements and notes, as set out on pages 5-12 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 2020 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 grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Directors by:

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Faldi Ismail

Non-Executive Chairman Dated 25 February 2021

14 I Ookami Limited ABN 67 009 081 770 – Interim Financial Report 31 December 2020

OOKAMI LIMITED

ABN 67 009 081 770

INDEPENDENT AUDITOR’S REVIEW REPORT

TO THE MEMBERS OF OOKAMI LIMITED

Report on the Half-Year Financial Report

Conclusion

We have reviewed the accompanying half-year financial report of Ookami Limited (the “Company”) and its controlled entity (the “Group”), which comprises the consolidated statement of financial position as at 31 December 2020, the consolidated statement of profit and 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, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying half-year financial report of Ookami Limited does not comply with the Corporations Act 2001 including:

(a) giving a true and fair view of the Group’s financial position as at 31 December 2020 and of its performance for the half-year ended on that date; and

(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

Basis for Conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity (“ASRE 2410”). Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

Material Uncertainty Related to Going Concern

We draw attention to Note 1c to the consolidated financial report which indicates that the Group incurred a net loss of $322,112 during the half-year ended 31 December 2020 (31 December 2019: $301,779) and had net cash outflows from operation of $206,121 (31 December 2019: cash outflow of $211,954), and as of that date, the Group had net current assets of $36,432 (30 June 2020: $358,185) and net assets of $971,359 (30 June 2020: $1,293,471). As at the date of this report there is a material uncertainty that the Group can meet its administrative and other committed expenditure for the next 12 months. This condition, along with other matters as set forth in Note 1c to the financial statements, indicate that a material uncertainty exists that may cast significant doubt about the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Responsibility of the Directors for the 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 Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Adelaide Brisbane Melbourne Newcastle Perth Sydney

Pitcher Partners BA&A Pty Ltd

Pitcher Partners is an association of independent firms.

An independent Western Australian Company ABN 76 601 361 095. Level 11, 12-14 The Esplanade, Perth WA 6000 Registered Audit Company Number 467435. Liability limited by a scheme under Professional Standards Legislation.

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Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.

OOKAMI LIMITED ABN 14 127 175 946 INDEPENDENT AUDITOR’S REVIEW REPORT TO THE MEMBERS OF OOKAMI LIMITED

Auditor’s Responsibility for the Review of the Financial Report

Our responsibility is to express a conclusion on the half-year financial report based on our review. ASRE 2410 requires us to conclude whether 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 Group’s financial position as at 31 December 2020 and its performance for the half-year ended on that date, and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

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.

PITCHER PARTNERS BA&A PTY LTD

PAUL MULLIGAN Executive Director 25[th] February 2021

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