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FMR RESOURCES LIMITED Interim / Quarterly Report 2021

Feb 24, 2021

64933_rns_2021-02-24_97bef94e-a984-4f8f-9ebe-87a66abe40ad.pdf

Interim / Quarterly Report

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Applyflow Limited (Formerly known as Nvoi Ltd) Appendix 4D Half-year report

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1. Company details

Name of entity: Applyflow Limited ABN: 29 107 371 497 Reporting period: For the half-year ended 31 December 2020 Previous period: For the half-year ended 31 December 2019

2. Results for announcement to the market

2. Results for announcement to the market
Revenues from ordinary activities up from $673 to $1,378,881
$
Loss from ordinary activities after tax attributable to the owners of
Applyflow Limited up 14% to (1,424,289)
Loss for the half-year attributable to the owners of Applyflow Limited up 14% to (1,424,289)

Dividends

There were no dividends paid, recommended or declared during the current financial period.

Comments

The loss for the consolidated entity after providing for income tax amounted to $1,424,289 (31 December 2019: $1,246,764).

3. Net tangible assets

Net tangible assets per ordinary security Reporting
period
Cents
0.13
Previous
period
Cents
0.25

4. Control gained over entities

Not applicable.

5. Loss of control over entities

Not applicable.

6. Dividends

Current period

There were no dividends paid, recommended or declared during the current financial period.

Previous period

There were no dividends paid, recommended or declared during the previous financial period.

Applyflow Limited (Formerly known as Nvoi Ltd) Appendix 4D Half-year report

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7. Dividend reinvestment plans

Not applicable.

8. Details of associates and joint venture entities

Not applicable.

9. Foreign entities

Details of origin of accounting standards used in compiling the report:

All foreign entities comply with Australian accounting standards.

10. Audit qualification or review

Details of audit/review dispute or qualification (if any):

The financial statements were subject to a review by the auditors and the review report is attached as part of the Interim Report.

11. Attachments

Details of attachments (if any):

The Interim Report of Applyflow Limited for the half-year ended 31 December 2020 is attached.

12. Signed

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Signed _________

Date: 25 February 2021

John Winters Non-Executive Director

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Applyflow Limited

(Formerly known as Nvoi Ltd)

ABN 29 107 371 497

Interim Report - 31 December 2020

Applyflow Limited (Formerly known as Nvoi Ltd) Corporate directory 31 December 2020

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Applyflow Limited
(Formerly known as Nvoi Ltd)
Corporate directory
31 December 2020
Directors John Winters
Steven Papadopoulos
Philip Crutchfield

Company secretary
David Franks

Registered office
Level 5, 126 Phillip Street
Sydney NSW 2000

Principal place of business
Level 7, 82-88 Elizabeth Street
Sydney NSW 2000

Share register
Automic Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000

Auditor
Stantons International
6 Middlemiss Street
Lavender Bay NSW 2060

Solicitors
Milcor Legal
Level 1, 6 Thelma Street
West Perth WA 6005

Bankers
National Australia Bank
105 Miller Street
North Sydney NSW 2060

Stock exchange listing
Applyflow Limited shares are listed on the Australian Securities Exchange (ASX code:
AFW)

Website
www.applyflow.com

Corporate Governance Statement
The company's Corporate Governance Statement can be found on the company's
website:
https://investors.applyflow.com/investor/corporate-governance/

1

Applyflow Limited (Formerly known as Nvoi Ltd) Directors' report 31 December 2020

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The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'consolidated entity') consisting of Applyflow Limited (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the half-year ended 31 December 2020.

Directors

The following persons were directors of Applyflow Limited during the whole of the financial half-year and up to the date of this report, unless otherwise stated:

John Winters Non-Executive Director (formerly Executive Director up to 31 July 2020) Steven Papadopoulos Non-Executive Director Philip Crutchfield Non-Executive Director and Chairman

Principal activities

During the financial half-year the principal activities of the consolidated entity consisted of the continued development of a single cloud-based software-as-a-service solution platform focusing on broader human resource management with an enhanced single offering to the recruitment market.

Review of operations

The loss for the consolidated entity after providing for income tax amounted to $1,424,289 (31 December 2019: $1,246,764).

Board and Management

On 31 July 2020, the role of John Winters as executive director of the company changed to that of non-executive director. On 26 August 2020, Raife Watson stood down as chief executive officer of the consolidated entity with immediate effect and Steve Butler was appointed as chief executive officer on that date.

Name change, new branding and ASX ticker

In November 2020, the company changed its name to 'Applyflow Limited' and ASX ticked changed to 'AFW'

New contracts

Two of the largest recruitment agencies in the world, Adecco and PERSOLKELLY, signed agreements with the company to power their recruitment websites and job board in multiple regions.

New platform launch

In December 2020, the company launched a new Applyflow platform expanding the company's offering. A growing list of significant enterprise recruitment agencies and SMBs went live on the new platform.

Significant changes in the state of affairs

There were no significant changes in the state of affairs of the consolidated entity during the financial half-year.

Matters subsequent to the end of the financial half-year

No matter or circumstance has arisen since 31 December 2020 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

Auditor's independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report.

2

Applyflow Limited (Formerly known as Nvoi Ltd) Directors' report 31 December 2020

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This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.

On behalf of the directors

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_________ John Winters Non-Executive Director

25 February 2021

3

Stantons International Audit and Consulting Pty Ltd trading as

PO Box 1908 West Perth WA 6872 Australia

Chartered Accountants and Consultants

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Level 2, 1 Walker Avenue West Perth WA 6005 Australia Tel: +61 8 9481 3188 Fax: +61 8 9321 1204

ABN: 84 144 581 519 www.stantons.com.au

25 February 2021

Board of Directors Applyflow Limited Level 5 126 Philip Street Sydney NSW 2000

Dear Directors

RE: APPLYFLOW LIMITED

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Applyflow Limited.

As Audit Director for the review of the financial statements of Applyflow Limited for the six months ended 31 December 2020, I declare that to the best of my knowledge and belief, there have been no contraventions of:

  • (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

  • (ii) any applicable code of professional conduct in relation to the review.

  • Yours sincerely

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LIMITED (Trading as Stantons International) (An Authorised Audit Company)

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Samir Tirodkar Director

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Liability limited by a scheme approved under Professional Standards Legislation

Applyflow Limited (Formerly known as Nvoi Ltd) Contents 31 December 2020

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Applyflow Limited
(Formerly known as Nvoi Ltd)
Contents
31 December 2020
Statement of profit or loss and other comprehensive income 6
Statement of financial position 7
Statement of changes in equity 8
Statement of cash flows 9
Notes to the financial statements 10
Directors' declaration 24
Independent auditor's review report to the members of Applyflow Limited 25

General information

The financial statements cover Applyflow Limited as a consolidated entity consisting of Applyflow Limited and the entities it controlled at the end of, or during, the half-year. The financial statements are presented in Australian dollars, which is Applyflow Limited's functional and presentation currency. The functional currencies of the company's foreign subsidiaries are Pound Sterling ('GBP') and United States Dollar ('USD').

Applyflow Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business are:


and principal place of business are:
Registered office Principal place of business
Level 5 Level 7
126 Phillip Street 82-88 Elizabeth Street
Sydney NSW 2000 Sydney NSW 2000

A description of the nature of the consolidated entity's operations and its principal activities are included in the directors' report, which is not part of the financial statements.

The financial statements were authorised for issue, in accordance with a resolution of directors, on 25 February 2021. The directors have the power to amend and reissue the financial statements.

5

Applyflow Limited (Formerly known as Nvoi Ltd) Statement of profit or loss and other comprehensive income For the half-year ended 31 December 2020

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Note
Revenue
3

Other income
4

Expenses
Administration costs
5
Employee benefits expense
Amortisation expense
Depreciation expense
Share-based payment (expense) / write-back
17
Sales and marketing expense
Occupancy costs
Travel costs
Development fee to related party

Loss before income tax expense

Income tax expense

Loss after income tax expense for the half-year attributable to the owners of
Applyflow Limited

Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Other comprehensive income for the half-year, net of tax
Total comprehensive loss for the half-year attributable to the owners of
Applyflow Limited

Basic loss per share
22
Diluted loss per share
22
Consolidated
31 Dec 2020 31 Dec 2019
$
$
1,378,881
673
60,930
44,299
(1,110,539)
(286,011)
(1,705,751)
(315,682)
(145,051)
-
(756)
(1,978)
313,357
(543,354)
(125,826)
(3,055)
(44,794)
(30,000)
(7,463)
(75,366)
-
(36,290)
(1,387,012)
(1,246,764)
(37,277)
-
(1,424,289)
(1,246,764)
4,774
-
4,774
-
(1,419,515)
(1,246,764)
Cents
Cents
(0.08)
(0.11)
(0.08)
(0.11)
(1,387,012)
(37,277)
(1,424,289)
4,774
4,774
(1,419,515)
Cents
(0.08)
(0.08)

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

6

Applyflow Limited (Formerly known as Nvoi Ltd) Statement of financial position As at 31 December 2020

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Note
Assets
Current assets
Cash and cash equivalents
6
Trade and other receivables
7
Other
8
Total current assets
Non-current assets
Property, plant and equipment
Intangibles
9
Total non-current assets
Total assets

Liabilities
Current liabilities
Trade and other payables
10
Contract liabilities
11
Income tax
Employee benefits
Other
12
Total current liabilities
Non-current liabilities
Contract liabilities
13
Employee benefits
Total non-current liabilities
Total liabilities

Net assets

Equity
Issued capital
14
Reserves
15
Accumulated losses
Total equity
Consolidated
31 Dec 2020 30 Jun 2020
$
$
3,297,354
5,240,999
176,479
415,460
135,192
208,040
3,609,025
5,864,499
1,310
4,566
1,209,969
780,020
1,211,279
784,586
4,820,304
6,649,085
410,026
616,753
369,896
366,419
35,053
-
265,724
277,502
-
25,000
1,080,699
1,285,674
71,911
-
30,198
21,041
102,109
21,041
1,182,808
1,306,715
3,637,496
5,342,370
24,053,759
23,975,761
760,473
1,119,056
(21,176,736)
(19,752,447)
3,637,496
5,342,370
3,609,025
1,310
1,209,969
1,211,279
4,820,304
410,026
369,896
35,053
265,724
-
1,080,699
71,911
30,198
102,109
1,182,808
3,637,496
24,053,759
760,473
(21,176,736)
3,637,496

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

7

Applyflow Limited (Formerly known as Nvoi Ltd) Statement of changes in equity For the half-year ended 31 December 2020

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Consolidated
Balance at 1 July 2019
Loss after income tax expense for the half-year
Other comprehensive income for the half-year, net of tax
Total comprehensive loss for the half-year
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs
Share-based payments (note 23)
Balance at 31 December 2019

Consolidated
Balance at 1 July 2020
Loss after income tax expense for the half-year
Other comprehensive income for the half-year, net of tax
Total comprehensive income/(loss) for the half-year
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs (note 14)
Share-based payments (note 23)
Balance at 31 December 2020
Issued
capital
$
17,685,630
-
-
Reserves
$
198,091
-
-
Accumulated
losses
$
(16,241,555)
(1,246,764)
-
Total equity

$
1,642,166
(1,246,764)
-
-
4,511,043
-
-
-
543,354
(1,246,764)
-
-
(1,246,764)
4,511,043
543,354
22,196,673 741,445 (17,488,319) 5,449,799
Issued
capital
$
23,975,761
-
-
Reserves
$
1,119,056
-
4,774
Accumulated
losses
$
(19,752,447)
(1,424,289)
-
Total equity

$
5,342,370
(1,424,289)
4,774
-
27,998
50,000
4,774
-
(363,357)
(1,424,289)
-
-
(1,419,515)
27,998
(313,357)
24,053,759 760,473 (21,176,736) 3,637,496

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

8

Applyflow Limited (Formerly known as Nvoi Ltd) Statement of cash flows For the half-year ended 31 December 2020

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Note
Cash flows from operating activities
Receipts from customers (inclusive of GST and VAT)
Payments to suppliers and employees (inclusive of GST and VAT)
Interest received
COVID-19 cash flow boost
Net cash (used in) operating activities
21

Cash flows from investing activities
Payment for purchase of subsidiary, net of cash acquired
12
Payments for property, plant and equipment
Payments for intangibles
9
Payments for security deposits
Proceeds from release of security deposits
Net cash (used in)/from investing activities

Cash flows from financing activities
Proceeds from issue of shares
14
Share issue transaction costs
14
Net cash from financing activities

Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial half-year
Effects of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the end of the financial half-year
Consolidated
31 Dec 2020 31 Dec 2019
$
$
1,759,206
29,588
(3,191,028)
(751,692)
(1,431,822)
(722,104)
7,925
7,685
53,869
-
(1,370,028)
(714,419)
(25,000)
-
(2,937)
(1,846)
(575,000)
-
(18,769)
-
15,306
8,771
(606,400)
6,925
29,920
4,612,500
(1,922)
(101,457)
27,998
4,511,043
(1,948,430)
3,803,549
5,240,999
1,555,663
4,785
-
3,297,354
5,359,212
(1,431,822)
7,925
53,869
(1,370,028)
(25,000)
(2,937)
(575,000)
(18,769)
15,306
(606,400)
29,920
(1,922)
27,998
(1,948,430)
5,240,999
4,785
3,297,354

The above statement of cash flows should be read in conjunction with the accompanying notes

9

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 1. Significant accounting policies

These general purpose financial statements for the interim half-year reporting period ended 31 December 2020 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.

These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2020 and any public announcements made by the company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.

The principal accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, unless otherwise stated.

New or amended Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Going concern

The financial statements have been prepared on the going concern basis, which assumes continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.

The consolidated entity has incurred net losses after tax of $1,424,289 (2019: $1,246,764) and net cash outflows from operations of $1,370,028 (2019: $714,419) for the half-year ended 31 December 2020. Net tangible assets as at 31 December 2020 is $2,427,527 (30 June 2020 $4,562,350).

These conditions indicate a material uncertainty that may cast a significant doubt about the consolidated entity’s ability to continue as a going concern and, therefore, it may be unable to realise its assets and discharge its liabilities in the normal course of business.

Based on the consolidated entity’s cash-flow forecasts, the directors are confident that the consolidated entity will be able to continue as a going concern.

Should the consolidated entity not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the consolidated entity not continue as a going concern.

Note 2. Operating segments

Identification of reportable operating segments

The consolidated entity is organised into three geographical operating segments: Asia-Pacific (APAC); Europe, the Middle East and Africa (EMEA); and Americas. These operating segments are based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of resources. There is no aggregation of operating segments.

The CODM reviews EBITDA (earnings before interest, tax, depreciation and amortisation). The accounting policies adopted for internal reporting to the CODM are consistent with those adopted in the financial statements.

The information reported to the CODM is on a monthly basis.

10

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 2. Operating segments (continued)

Operating segment information

Consolidated - 31 Dec 2020
Revenue
Sales to external customers
Total revenue
EBITDA
Depreciation and amortisation
Interest revenue
Profit/(loss) before income tax expense
Income tax expense
Loss after income tax expense

Consolidated - 31 Dec 2019
Revenue
Sales to external customers
Total revenue
EBITDA
Depreciation and amortisation
Interest revenue
Loss before income tax expense
Income tax expense
Loss after income tax expense
APAC
$ 977,601
EMEA
$ 228,249
AMERICAS
$ 173,031
Total
$ 1,378,881
977,601 228,249 173,031 1,378,881
(1,396,668)
(145,616)
6,564
9,305
(191)
-
139,594
-
-
(1,247,769)
(145,807)
6,564
(1,535,720) 9,114 139,594 (1,387,012)
(37,277)
APAC
$ 673
EMEA
$ -
AMERICAS
$ -
(1,424,289)
Total
$ 673
673 - - 673
(1,252,471)
(1,978)
7,685
-
-
-
-
-
-
(1,252,471)
(1,978)
7,685
(1,246,764) - - (1,246,764)
-
(1,246,764)

Note 3. Revenue

Revenue from contracts with customers
SaaS revenue
Other revenue
Revenue
Consolidated
31 Dec 2020 31 Dec 2019
$
$
1,208,601
673
170,280
-
Consolidated
31 Dec 2020 31 Dec 2019
$
$
1,208,601
673
170,280
-
1,378,881
673

11

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 3. Revenue (continued)

Disaggregation of revenue

The disaggregation of revenue from contracts with customers is as follows:

Geographical regions
APAC
EMEA
AMERICAS
Timing of revenue recognition
Services transferred over time
Consolidated
31 Dec 2020 31 Dec 2019
$
$
977,601
673
228,249
-
173,031
-
1,378,881
673
1,378,881
673
1,378,881
1,378,881

Note 4. Other income

R&D tax incentive grant
COVID-19 cash flow boost
Interest income
Other income
Other income

Note 5. Administration costs

Legal and due diligence expenses
Subscriptions
IT infrastructure
Administration expenses
Consolidated
31 Dec 2020 31 Dec 2019
$
$
-
36,543
53,869
-
6,564
7,685
497
71
60,930
44,299
Consolidated
31 Dec 2020 31 Dec 2019
$
$
39,062
28,133
151,037
8,860
259,871
-
660,569
249,018
1,110,539
286,011
1,110,539

Note 6. Current assets - cash and cash equivalents

Cash at bank
Cash on deposit
Consolidated
31 Dec 2020 30 Jun 2020
$
$
1,289,040
2,234,917
2,008,314
3,006,082
3,297,354
5,240,999
3,297,354

12

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 7. Current assets - trade and other receivables

Trade receivables
Less: Allowance for expected credit losses
Customer deposits receivable from JXT administrator
Customer deposits receivable from online payment systems
GST receivable
Other receivables
Interest receivable
Consolidated
31 Dec 2020 30 Jun 2020
$
$
200,180
372,838
(84,043)
(157,728)
Consolidated
31 Dec 2020 30 Jun 2020
$
$
200,180
372,838
(84,043)
(157,728)
116,137
215,110
20,720
1
38,464
758
399

132,762

896

56,838

8,094

1,760
176,479
415,460

Allowance for expected credit losses

The ageing of the receivables and allowance for expected credit losses provided for above are as follows:

Consolidated
0 to 1 months overdue
1 to 2 months overdue
2 to 3 months overdue
Over 3 months overdue
Allowance for expected credit losses
Carrying amount
31 Dec 2020 30 Jun 2020
$
$
114,605
180,197
10,295
34,909
13,775
22,053
61,505
135,679
-
-
Carrying amount
31 Dec 2020 30 Jun 2020
$
$
114,605
180,197
10,295
34,909
13,775
22,053
61,505
135,679
-
-
Allowance for expected
credit losses
31 Dec 2020 30 Jun 2020
$
$
-
-
-
-
-
-
-
-
84,043
157,728
Allowance for expected
credit losses
31 Dec 2020 30 Jun 2020
$
$
-
-
-
-
-
-
-
-
84,043
157,728
200,180 372,838 84,043 157,728

Movements in the allowance for expected credit losses are as follows:

Movements in the allowance for expected credit losses are as follows:
Opening balance
Additions through business combinations
Receivables written off during the year as uncollectable
Closing balance
Consolidated
31 Dec 2020 30 Jun 2020
$
$
157,728
-
-
157,728
(73,685)
-
84,043
157,728

Note 8. Current assets - other

Prepayments
Security deposits
Consolidated
31 Dec 2020 30 Jun 2020
$
$
116,423
192,734
18,769
15,306
Consolidated
31 Dec 2020 30 Jun 2020
$
$
116,423
192,734
18,769
15,306
135,192
208,040

13

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 9. Non-current assets - intangibles

Note 9. Non-current assets - intangibles
Nvoi Platform - at cost
Less: Accumulated amortisation
Workconex Platform - at cost
Less: Accumulated amortisation
Less: Impairment
JXT Platform - at cost
Less: Accumulated amortisation
Applyflow Platform - at cost
Less: Accumulated amortisation
Consolidated
31 Dec 2020 30 Jun 2020
$
$
2,030,472
2,030,472
(2,030,472)
(2,030,472)
- -
321,858
(53,643)
(268,215)

321,858
(53,643)
(268,215)
- -
802,306
(156,002)

802,306
(22,286)
646,304
780,020
575,000
(11,335)

-
-
563,665
-
1,209,969
780,020

Reconciliations

Reconciliations of the written down values at the beginning and end of the current financial half-year are set out below:

Consolidated
Balance at 1 July 2020
Additions
Amortisation expense
Balance at 31 December 2020
Nvoi
Platform
$ -
-
-
Workconex
Platform
$ -
-
-
JXT Platform
$ 780,020
-
(133,716)
Applyflow
Platform
$ -
575,000
(11,335)
Total
$ 780,020
575,000
(145,051)
- - 646,304 563,665 1,209,969

JXT Platform

The JXT Platform was acquired on the acquisition of JXT entities on 1 June 2020. The identification and fair value measurement of the assets and liabilities acquired are provisional and amendments may be made to these figures up to 12 months following the date of acquisition if new information is obtained about facts and circumstances that existed at the acquisition date and, if known, would have affected the measurement of the amounts recognised as of the date.

Applyflow Platform

The Board have considered it appropriate for consolidated entity to capitalise the development costs relating to the Applyflow Platform. The Applyflow Platform went live during December 2020 and development costs arising from 1 July 2020 have been capitalised and amortised on a straight-line basis over a 4 year period.

14

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 10. Current liabilities - trade and other payables

Note 10. Current liabilities - trade and other payables
Trade payables
Accrued expenses
VAT payable
Employee taxes payable

Note 11. Current liabilities - contract liabilities

Contract liabilities

Current contract liabilities, per above
Non-current contract liabilities, refer note 13
Consolidated
31 Dec 2020 30 Jun 2020
$
$
217,855
334,060
103,000
124,354
39,312
82,829
49,859
75,510
410,026
616,753
Consolidated
31 Dec 2020 30 Jun 2020
$
$
369,896
366,419
Consolidated
31 Dec 2020 30 Jun 2020
$
$
369,896
366,419
71,911
-
441,807
366,419
441,807

Unsatisfied performance obligations

The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied at the end of the reporting period was $441,807 as at 31 December 2020 ($366,419 as at 30 June 2020) and is expected to be recognised as revenue in future periods as follows:

Within 6 months
6 to 12 months
12 to 18 months
18 to 24 months
24 to 36 months
Unallocated until Website build complete
Consolidated
31 Dec 2020 30 Jun 2020
$
$
194,118
146,523
100,088
187,563
37,304
-
20,379
-
14,228
-
75,690
32,333
441,807
366,419
441,807

15

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 12. Current liabilities - other

Deferred consideration

Relates to purchase of JXT business

Note 13. Non-current liabilities - contract liabilities

Contract liabilities
Consolidated
31 Dec 2020 30 Jun 2020
$
$
-
25,000
Consolidated
31 Dec 2020 30 Jun 2020
$
$
71,911
-

Refer to note 11 for split between current and non-current contract liabilities and expected recognition as revenue in future periods.

Note 14. Equity - issued capital

Note 14. Equity - issued capital
Consolidated
31 Dec 2020 30 Jun 2020 31 Dec 2020
Shares
Shares
$
Ordinary shares - fully paid
1,811,853,739
1,797,726,460
24,053,759

Movements in ordinary share capital

Details
Date
Shares
Issue price
Balance
1 July 2020
1,797,726,460
Options exercised and converted to Ordinary - fully
paid shares
27 October 2020
8,800,000
$0.0034
Equity share based payment to employee as part of
performance remuneration
31 December 2020
5,327,279
$0.0094
Share issue costs
-
Balance
31 December 2020
1,811,853,739

Movements in options

Details
Date
Options
Balance
1 July 2020
284,237,653
Unlisted tranche 1 Performance Options issued to CareerOne Pty
Limited cancelled
31 December 2020
(33,333,333)
Unlisted Employee Options cancelled
26 August 2020
(20,000,000)
Unlisted Options exercised
27 October 2020
(8,800,000)
Unlisted Remuneration Options issued to CEO
27 August 2020
10,000,000
Unlisted Remuneration Options issued to employees
17 November 2020
10,000,000
Balance
31 December 2020
242,104,320
31 Dec 2020
Shares
1,811,853,739
Consolidated
30 Jun 2020 31 Dec 2020
Shares
$
1,797,726,460
24,053,759
30 Jun 2020
$

23,975,761
$
23,975,761

29,920

50,000
(1,922)
24,053,759


Shares
1,797,726,460
8,800,000
5,327,279
-
Issue price
$0.0034
$0.0094
Options
284,237,653
(33,333,333)
(20,000,000)
(8,800,000)
10,000,000
10,000,000
242,104,320
1,811,853,739

16

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 14. Equity - issued capital (continued)

Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.

On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

Share buy-back

There is no current on-market share buy-back.

Note 15. Equity - reserves

Note 15. Equity - reserves
Foreign currency reserve
Share-based payments reserve
Consolidated
31 Dec 2020 30 Jun 2020
$
$
3,706
(1,068)
756,767
1,120,124
760,473
1,119,056

Foreign currency reserve

The reserve is used to recognise exchange differences arising from the translation of the financial statements of foreign operations to Australian dollars and exchange differences in intercompany loans. It is also used to recognise gains and losses on hedges of the net investments in foreign operations.

Share-based payments reserve

The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration, and other parties as part of their compensation for services.

Movements in reserves

Movements in each class of reserve during the current financial half-year are set out below:

Consolidated
Balance at 1 July 2020
Foreign currency translation
Share-based payment options amortised during the period
Share based payments options written-back during the period
Share based payments for employee equity incentive shares amortised during the period
Balance at 31 December 2020
Foreign
currency
reserve
$ (1,068)
4,774
-
-
-
Share-based
payments
reserve
$ 1,120,124
-
45,635
(426,389)
17,397
3,706 756,767

Note 16. Equity - dividends

There were no dividends paid, recommended or declared during the current or previous financial half-year.

17

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 17. Share-based payments

A share option plan has been established by the consolidated entity and approved by shareholders at a general meeting, whereby the consolidated entity may, at the discretion of the Nomination and Remuneration Committee, grant options over ordinary shares in the company to certain key management personnel of the consolidated entity. The options are issued for nil consideration and are granted in accordance with performance guidelines established by the Board.

Options issued as part of share based payments and outstanding at the end of the financial period have the following expiry date and exercise prices:

Option
Class
Unlisted Director Options, issued as part of
share-based compensation for remuneration
Vested on 18 June 2019.
Expiring on 30 November 2022.
Unlisted Performance Options, issued to
CareerOne Pty Limited
Vesting in two remaining tranches upon
attainment of performance milestones as set
out in the AGM Notice of Meeting dated 30
October 2019:
33,333,333 vesting on 31 Dec 2021
33,333,334 vesting on 31 Dec 2022
Each tranche of options shall expire 12 months
from date of vesting.
Unlisted Director Options, issued as part of
share-based compensation for remuneration
Vested on 29 November 2019.
Expiring on 30 November 2024.
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 22 January 2021.
Expiring on 30 November 2024.
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 15 February 2021.
Expiring on 28 February 2023.
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 27 August 2021.
Expiring on 30 November 2024.
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 17 November 2021.
Expiring on 17 November 2023.

Share based payment expense (write-back)
Amortisation of share based payment options based on vesting conditions above
Cancelled and non-vested Employee share based options
Cancelled and non-vested CareerOne Pty Limited Tranche 1 performance share options
Reversal of previously amortised and non-vested CareerOne Pty Limited Tranche 2 and
Tranche 3 performance share options(1)
Amortisation of share based payments for employee equity incentive shares, non-vested
Share based payment for employee equity incentive shares issued during the period
Exercise
Price
Balance
$0.0300
10,000,000
$0.0100
66,666,667
$0.0206
45,000,000
$0.0206
2,500,000
$0.0200
3,000,000
$0.0206
10,000,000
$0.0200
10,000,000
147,166,667
Consolidated
31 Dec 2020 31 Dec 2019
45,635
543,354
(59,963)
-
(183,497)
-
(182,929)
-
17,397
-
50,000
-
(313,357)
543,354
(313,357)

18

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 17. Share-based payments (continued)

(1) Management have re-assessed the probability of the CareerOne Pty Limited Tranche 2 and Tranche 3 performance options to be 0% as at 31 December 2020. This reversal reflects the Tranche 2 and Tranche 3 amounts previously amortised.

Refer to note 23 for details on valuation model inputs to determine fair value.

Note 18. Commitments and contingent liabilities

Note 18. Commitments and contingent liabilities
Capital commitments
Committed at the reporting date but not recognised as liabilities, payable:
Intangible assets*
Lease commitments - operating
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
Consolidated
31 Dec 2020 30 Jun 2020
$
$
200,000
-
45,500
-
45,500
  • Amounts payable to CareerOne Pty Limited for phase 2 of the Applyflow Platform.

The consolidated entity had no contingent liabilities as at 31 December 2020.

Note 19. Related party transactions

Parent entity Applyflow Limited is the parent entity. Transactions with related parties

The following transactions occurred with related parties:

Transactions with related parties
The following transactions occurred with related parties:
Consolidated
31 Dec 2020 31 Dec 2019
$ $
Payment for goods and services:
Legal fees, paid to Milcor Legal Pty Ltd, to a company associated with Steven
Papadopoulos* 129,989 18,875
Rent expense, paid to Superhero Markets Pty Ltd, a company associated with John Winters - 40,000
Purchase of second hand office equipment, paid to Superhero Super Pty Ltd, a company
associated with John Winters 2,937 -
Development fee, paid to CareerOne Pty Limited, a company associated with John Winters** - 36,290

Receivable from and payable to related parties
The following balances are outstanding at the reporting date in relation to transactions with related parties:
Consolidated
31 Dec 2020 30 Jun 2020
$ $
Current payables:
Legal fees, payable to Milcor Legal Pty Ltd, to a company associated with Steven
Papadopoulos - 100,504
Development fee, payable to CareerOne Pty Limited, a company associated with John
Winters**
- 25,000

19

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 19. Related party transactions (continued)

  • $29,485 relates to legal expenses incurred in the 6 months to 31 December 2020; $100,504 relates to legal expenses incurred in the prior year ended 30 June 2020 which was recorded as a related party payable as at 30 June 2020.

  • ** CareerOne Pty Limited ceased being a related party, John Winters resigned as a director of CareerOne Pty Limited in May 2020.

Loans to/from related parties

There were no loans to or from related parties at the current and previous reporting date.

Terms and conditions

All transactions were made on normal commercial terms and conditions and at market rates.

Note 20. Events after the reporting period

No matter or circumstance has arisen since 31 December 2020 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

Note 21. Reconciliation of loss after income tax to net cash (used in) operating activities

Loss after income tax expense for the half-year
Adjustments for:
Depreciation and amortisation
Net loss on disposal of non-current assets
Share-based payments
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables
Decrease/(increase) in prepayments
Increase/(decrease) in trade and other payables
Increase in provision for income tax
Increase/(decrease) in employee benefits
Increase in other operating liabilities
Net cash (used in) operating activities
Consolidated
31 Dec 2020 31 Dec 2019
$
$
(1,424,289)
(1,246,764)
145,807
1,978
5,426
-
(313,357)
543,354
238,981
(51,171)
76,311
(53,453)
(206,727)
86,925
35,053
-
(2,621)
4,712
75,388
-
(1,370,028)
(714,419)
(1,370,028)

20

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 22. Earnings per share

Note 22. Earnings per share
Loss after income tax attributable to the owners of Applyflow Limited

Basic loss per share
Diluted loss per share

Weighted average number of ordinary shares used in calculating basic earnings per share
Weighted average number of ordinary shares used in calculating diluted earnings per share
Consolidated
31 Dec 2020 31 Dec 2019
$
$
(1,424,289)
(1,246,764)
Cents
(0.08)
(0.08)
Number
1,800,911,934
Cents
(0.11)
(0.11)
Number
1,164,224,622
1,800,911,934 1,164,224,622

Note 23. Options

Options outstanding at the end of the financial period have the following expiry date and exercise prices:

21

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 23. Options (continued)

Note 23. Options (continued)
Option
Class
Exercise
Price
Unlisted Director Options, issued as part of
share-based compensation for remuneration
Vested on 18 June 2019.
Expiring on 30 November 2022.
$0.0300
Unlisted Options (these options were free
attaching granted on 1:1 basis to
shareholders of the placement complete on 8
March 2019)
Vested on 18 June 2019.
Expiring on 30 November 2024.
$0.0034
Unlisted Performance Options, issued to
CareerOne Pty Limited
Vesting in two remaining tranches upon
attainment of performance milestones as set
out in the AGM Notice of Meeting dated 30
October 2019:
33,333,333 vesting on 31 Dec 2021
33,333,334 vesting on 31 Dec 2022
Each tranche of options shall expire 12 months
from date of vesting.
$0.0100
Unlisted Director Options, issued as part of
share-based compensation for remuneration
Vested on 29 November 2019.
Expiring on 30 November 2024.
$0.0206
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 22 January 2021.
Expiring on 30 November 2024.
$0.0206
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 15 February 2021.
Expiring on 28 February 2023.
$0.0200
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 27 August 2021.
Expiring on 30 November 2024.
$0.0206
Unlisted Employee Options, issued as part of
share-based compensation for remuneration
Vesting on 17 November 2021.
Expiring on 17 November 2023.
$0.0200

Set out below are summaries of option movements during the financial half-year:
Balance

10,000,000

94,937,653

66,666,667

45,000,000

2,500,000

3,000,000

10,000,000

10,000,000
242,104,320
Outstanding at the beginning of the financial half-year
Granted
Forfeited
Exercised
Outstanding at the end of the financial half-year
Exercisable at the end of the financial half-year
Number of
options
Weighted
average
exercise price
31 Dec 2020 31 Dec 2020
284,237,653
$0.0100
20,000,000
$0.0203
(53,333,333)
$0.0140
(8,800,000)
$0.0034
242,104,320
$0.0102
149,937,653
$0.0085

Number of
options
Weighted
average
exercise price
31 Dec 2019 31 Dec 2019
117,237,653
$0.0054
145,000,000
$0.0133

-
$0.0000

-
$0.0000
262,237,653
$0.0097
158,737,653
$0.0083

22

Applyflow Limited (Formerly known as Nvoi Ltd) Notes to the financial statements 31 December 2020

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Note 23. Options (continued)

For the options granted during the current financial half-year, the valuation model inputs used to determine the fair value at the grant date, are as follows:

Share price Exercise Expected Dividend Risk-free Fair value
Grant date Expiry date at grant date price volatility yield interest rate at grant date
27/08/2020 30/11/2024 $0.0100 $0.0206 100.0000% - 0.3005%
$0.0058
17/11/2020
17/11/2023 $0.0090 $0.0200 100.0000% - 0.1201%
$0.0041

23

Applyflow Limited (Formerly known as Nvoi Ltd) Directors' declaration 31 December 2020

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In the directors' opinion:

  • the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;

  • the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at 31 December 2020 and of its performance for the financial half-year ended on that date; and

  • there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.

On behalf of the directors

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_________ John Winters Non-Executive Director

25 February 2021

24

Stantons International Audit and Consulting Pty Ltd trading as

PO Box 1908 West Perth WA 6872 Australia

Chartered Accountants and Consultants

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Level 2, 1 Walker Avenue West Perth WA 6005 Australia Tel: +61 8 9481 3188 Fax: +61 8 9321 1204

ABN: 84 144 581 519 www.stantons.com.au

INDEPENDENT AUDITOR’S REVIEW REPORT

To the members of Applyflow Limited

Report on the Half-Year Financial Report

Conclusion

We have reviewed the half-year financial report of Applyflow Limited, which comprises the consolidated statement of financial position as at 31 December 2020, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, a 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 Applyflow Limited does not comply with the Corporations Act 2001 including:

  • (a) giving a true and fair view of the Applyflow Limited 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 . 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.

We confirm that the independence declaration required by the Corporations Act 2001 has been given to the directors of the Company on 25 February 2021.

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Liability limited by a scheme approved under Professional Standards Legislation

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Responsibility of the Directors for the Financial Report

The directors of the Applyflow Limited 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.

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 Company’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.

STANTONS INTERNATIONAL AUDIT AND CONSULTING PTY LTD (Trading as Stantons International) (An Authorised Audit Company)

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Samir Tirodkar

Director

West Perth, Western Australia

25 February 2021