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HANSEN TECHNOLOGIES LIMITED Interim / Quarterly Report 2018

Feb 22, 2018

65073_rns_2018-02-22_2ddaac4c-add4-497b-bead-43ab4bb37317.pdf

Interim / Quarterly Report

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HANSEN TECHNOLOGIES LTD ABN 90 090 996 455 AND CONTROLLED ENTITIES

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HALF-YEAR INFORMATION FOR THE SIX MONTHS ENDED 31 DECEMBER 2017 PROVIDED TO THE ASX UNDER LISTING RULE 4.2A.3

This half-year financial report is to be read in conjunction with the financial report for the year ended 30 June 2017.

-1-

Rule 4.2A.3

Appendix 4D Half Year Report for the six months to 31 December 2017

Hansen Technologies Ltd and its Controlled Entities

ABN: 90 090 996 455

1. Reporting period

Report for the half year ended: 31 December 2017 Previous corresponding periods: Financial year ended 30 June 2017 Half-year ended 31 December 2016

2. Results for announcement to the market

$A’000 $A’000
Revenues from ordinary activities

Profit from ordinary activities after tax attributable
to members
Net profit after tax attributable to members

Up
36.3% to
118,430
Up
Up
33.4%
33.4%
to
to
17,986
17,986
Amount per
security
Franked amount
per security
Interim Dividend Declared
Interim dividend for the 2018 fiscal year 3.0¢ 3.0¢
Interim dividend for previous corresponding period 3.0¢ 3.0¢
Record date for determining entitlements to the
dividend
8 March 2018
Previous Final Dividend Paid
Final dividend for the year ended 30 June 2017 3.0¢ 3.0¢
Final dividend for previous corresponding period1 4.0¢ 4.0¢

1The final dividend paid of 4 cents per share, franked to 4 cents, comprised of a regular dividend of 3 cents per share, together with a special dividend of 1 cent per share.

-2-

The Group operating result for the half year to 31 December 2017 was:

  • Operating revenue of $118.4 million

  • EBITDA[1] of $33.8million

  • Net Profit after tax of $18.0 million

  • Earnings per share of 9.2 cents, up 1.7 cents per share or 22.7% from the 7.5 cents per share in the previous corresponding period

The Directors of Hansen have declared a consistent 3 cents per share interim dividend with:

  • 3.0 cents per share fully franked

  • a record date of 8 March 2018

  • payment on 29 March 2018

  • the conduit foreign income component of this interim dividend is Nil

  • the application price for shares issued in accordance with the Company’s Dividend Reinvestment Plan will be the full undiscounted value

NOTE: Shareholders wishing to participate in the Dividend Reinvestment Plan need to have lodged the required DRP Notice with the Company’s Share Registry by no later than 5.00pm on the business day immediately following the record date. Accordingly the last date for DRP election in respect to this interim dividend is 9 March 2018.

Results from Operations for the half-year ended 31 December

Half-year to Dec 2017
$A million
Half-year to Dec 2016
$A million
Variance
Operatingrevenue 118.4 86.9 up36.3%
EBITDA1 33.8 23.9 up 41.4%
Profit before tax 23.4 18.0 up30.0%
Income tax expense (5.4) (4.5) up20.0%
Netprofit after tax 18.0 13.5 up33.4%
Basic earnings per
share
9.2 cents 7.5 cents up 22.7%

The first half of 2018 has benefited from the Company’s continuing acquisition strategy with the Enoro Holding AS and its controlled entities (Enoro) acquisition making a first time contribution to the Group’s results. Enoro, acquired on 1 July 2017, have made a valuable contribution to the results.

This acquisition has delivered to expectations and the business integration process is continuing.

1 EBITDA is a non-IFRS measure that has not been audited but has been extracted from Hansen Technologies Ltd’s half year financial statements. EBITDA refers to Earnings before interest and excludes net foreign exchange gains/(losses), tax, depreciation and amortisation.

-3-

3. Net tangible assets per security

Net tangible asset backing per ordinary security1 Current period
31 Dec 2017
Previous
corresponding
period 31 Dec2016
(5.6 cents) 11.0 cents

1The negative net tangible asset backing is a result of the increase in intangible assets of $112.8 million and borrowings of $41.3 million relating to the acquisition of Enoro Holding AS and its controlled entities.

4. Details of entities over which control has been gained during the period

Hansen Technologies Ltd gained control of Enoro Holding AS and its controlled entities on 1 July 2017. Further details of the acquisition are disclosed in the attached half year condensed financial report.

5. Dividends

Three cent interim dividend - year ended 30 June
2017
Three cent final dividend - year ended 30 June
2017
Date of payment Total amount of
dividend
31 March 2017 $5,450,243
30 September 2017 $5,873,908

Amount per security

mount per security
Amount per
security
Franked
amount per
security at
30% tax
Amount per
security of
foreign sourced
dividend
Total dividend:
Current year (interim)
Previous year (final)
Previous year (interim)
3.0¢ 100%
3.0¢ 100%
3.0¢ 100%

Total dividend on all securities paid during the half-year

Ordinary securities
Total
December 2017
$A'000
December 2016
$A'000
5,874 7,252
5,874 7,252

-4-

6. Details of dividend or distribution reinvestment plans in operation are described below:

A Dividend Reinvestment Plan has been established to provide shareholders with the opportunity to reinvest dividends in new shares rather than receiving cash. Detail of Hansen’s Dividend Reinvestment Plan including the share pricing methodology is available on line at: https://www.hsntech.com/investors/shareholder-information/

The price for shares to be applied for in accordance with the DRP for this dividend shall be the full undiscounted value as prescribed by the plan.

The conduit foreign income component of this final dividend is nil.

The last date(s) for receipt of election notices for participation in the dividend or distribution 9 March 2018 reinvestment plan

7. The financial information provided in the Appendix 4D is based on the half year condensed financial report (attached).

8. Independent review of the financial report

The financial report has been independently reviewed. The financial report is not subject to a modified independent auditors’ review statement.

-5-

Hansen Technologies Ltd and Controlled Entities ABN 90 090 996 455

Financial Report for the Half-Year Ended 31 December 2017

This half-year financial report is to be read in conjunction with the financial report for the year ended 30 June 2017.

Hansen Technologies Ltd and Controlled Entities Financial Report for the Half-Year Ended 31 December 2017

Contents
Page Number
Directors’ Report ............................................................................................................................................. 3
Auditor's Independence Declaration ............................................................................................................... 5
Condensed Consolidated Statement of Comprehensive Income .................................................................... 6
Condensed Consolidated Statement of Financial Position .............................................................................. 7
Condensed Consolidated Statement of Changes in Equity ............................................................................. 8
Condensed Consolidated Statement of Cash Flows ....................................................................................... 9
Notes to the Half-Year Financial Statements ................................................................................................ 10
Directors' Declaration .................................................................................................................................... 17
Independent Auditor's Review Report ........................................................................................................... 18

Page 2

Hansen Technologies

Directors’ Report

The Directors present their report together with the condensed financial report of the consolidated entity consisting of Hansen Technologies Ltd and its controlled entities for the half-year ended 31 December 2017 and independent review report thereon. This financial report has been prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001 .

Directors Names

The names of the Directors in office at any time during the whole of the half-year and up to the date of this report are:

Mr David Trude Mr Andrew Hansen Mr Bruce Adams Ms Sarah Morgan Mr David Osborne Ms Jennifer Douglas

Review of Operations

The consolidated profit of the Group for the half-year after providing for income tax amounted to $18.0 million representing a 33.4% increase on the $13.5 million in the previous corresponding period.

The group operating result for the half year to 31 December 2017 comprised:

  • Operating revenue of $118.4 million, a 36.3% increase over the previous corresponding period; and

  • EBITDA[1] of $33.8 million, up 41.4% on the previous corresponding period.

The Directors of Hansen have declared a consistent 3 cents per share interim dividend, fully franked.

We are pleased to be reporting another strong period of performance for the company, with the first half results ahead of the previous corresponding period.

The first half of 2018 has benefited from the Company’s continuing acquisition strategy with Enoro Holding AS and its controlled entities (Enoro) acquisition making a first time contribution to the Group’s results. Since the acquisition date of 1 July 2017, Enoro has contributed total revenue of $30.2 million and a profit after tax of $2.5 million, which is included within the consolidated results.

This acquisition has delivered to expectations and the business integration process is continuing.

Significant Changes in the State of Affairs

There have been no significant changes in the company's state of affairs during the half-year.

Auditor's Independence Declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 in relation to the review for the half-year is provided with this report.

1 EBITDA is a non-IFRS measure that has not been audited but has been extracted from Hansen Technologies Ltd’s half year financial statements. EBITDA refers to Earnings before interest and excludes net foreign exchange gains/(losses), tax, depreciation and amortisation.

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Hansen Technologies

Directors’ Report

Rounding of Amounts to Nearest Thousand Dollars

In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 , the amounts in the directors’ report and in the financial report have been rounded to the nearest one thousand dollars, or in certain cases, to the nearest dollar (where indicated).

Signed in accordance with a resolution of the Directors:

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David Trude Director

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Andrew Hansen Director

Dated: 23 February 2018

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Hansen Technologies

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AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the review of the financial report of Hansen Technologies Ltd and controlled entities for the half year ended 31 December 2017, 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.

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RSM AUSTRALIA PARTNERS

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J S CROALL Partner

Dated: 23 February 2018 Melbourne, Victoria

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5

Condensed Consolidated Statement of Comprehensive Income For the Half-Year Ended 31 December 2017

Consolidated Entity Consolidated Entity
Dec-17
Dec-16
Note $'000
$'000
Continuing Operations
Revenue from continuing operations 118,430
86,901
Interest income 216
74
Other income 743
158
Net foreign currency gains/(losses) 553
(134)
Total revenue and other income 119,942
86,999
Less: Expenses
Employee benefit expenses (60,314)
(42,674)
Amortisation expense (8,250)
(4,427)
Depreciation expense (1,861)
(1,400)
Property and operating rental expenses (4,870)
(3,552)
Contractor and consultant expenses (4,155)
(4,430)
Software licence expenses (1,145)
(2,639)
Hardware and software expenses (4,648)
(3,328)
Travel expenses (2,852)
(2,194)
Communication expenses (1,696)
(1,425)
Professional expenses (1,093)
(1,123)
Finance Cost (1,094)
-
Otherexpenses (4,583) (1,773)
Total expenses (96,561)
(68,965)
Profit before income tax expense 23,381
18,034
Income taxexpense (5,395) (4,548)
Net profit after income tax from continuing operations 17,986
13,486
Other comprehensive income
Items that may be reclassified subsequently to profit and loss
Exchange differences ontranslationof foreignoperations (3,183) 1,573
Other comprehensive income for the half-year (3,183)
1,573
Total comprehensive income attributable to members of the parent 14,803 15,059
Earnings per share for profit from continuing operations attributable to equity holders
of the parent entity:
Basic earnings (cents) per share 9.2
7.5
Diluted earnings (cents) per share 9.2
7.3

The accompanying notes form part of these condensed consolidated financial statements.

Page 6

Hansen Technologies

Condensed Consolidated Statement of Financial Position As at 31 December 2017

Consolidated Entity Consolidated Entity
Dec-17
Jun-17
Note $'000
$'000
Current assets
Cash and cash equivalents 24,346
15,013
Receivables 43,215
37,685
Othercurrent assets 12,110 7,643
Total current assets 79,671
60,341
Non-current assets
Plant, equipment & leasehold improvements 3 10,998
8,912
Intangible assets 4 234,460
125,479
Deferred taxassets 4,372
4,821
Total non-current assets 249,830
139,212
Total assets 329,501
199,553
Current liabilities
Payables 18,795
9,653
Borrowings 5 106
101
Current tax payable 3,766
1,051
Provisions 12,761
10,122
Unearnedincome 24,062
19,435
Total current liabilities 59,490
40,362
Non-current liabilities
Deferred tax liabilities 16,541
6,707
Borrowings 5 41,447
190
Provisions 650 678
Total non-current liabilities 58,638
7,575
Total liabilities 118,128
47,937
Net assets 211,373
151,616
Equity
Share capital 135,613
85,350
Foreign currency translation reserve 5,013
8,196
Share-based payment reserve 2,537
1,972
Retained earnings 68,210 56,098
Total equity 211,373 151,616

The accompanying notes form part of these condensed consolidated financial statements.

Page 7

Hansen Technologies

Condensed Consolidated Statement of Changes in Equity For the Half-Year Ended 31 December 2017

Consolidated Entity Consolidated Entity
Contributed Retained Total
Equity Reserves Earnings Equity
Consolidated Notes $'000 $'000 $'000 $'000
Balance as at 1 July 2017 85,350 10,168 56,098 151,616
Profit for the half-year - - 17,986 17,986
Exchange differences on translation of foreign operations - (3,183) - (3,183)
Total comprehensive income for the half-year - (3,183) 17,986 14,803
Transactions with owners in their capacity as owners:
Options exercised - - - -
Employee share options 336 565 - 901
Shares issuance, net of transaction costs 49,228 - - 49,228
Equity issued under dividend reinvestment plan 699 - - 699
Dividends paid 2 - - (5,874) (5,874)
Total transactions with owners in their capacity as owners 50,263 565 (5,874) 44,954
Balance as at 31 December 2017 135,613 7,550 68,210 211,373
Consolidated Entity
Contributed Retained Total
Equity Reserves Earnings Equity
Consolidated $'000 $'000 $'000 $'000
Balance as at 1 July 2016 78,650 11,418 44,912 134,980
Profit for the half-year - - 13,486 13,486
Exchange differences on translation of foreign operations - 1,573 - 1,573
Total comprehensive income for the half-year - 1,573 13,486 15,059
Transactions with owners in their capacity as owners:
Options exercised 1,745 - - 1,745
Employee share options - 280 - 280
Equity issued under dividend reinvestment plan 727 - - 727
Shares issued on contingent liability settlement 3,410 - - 3,410
Dividends paid 2 - - (7,252) (7,252)
Total transactions with owners in their capacity as owners 5,882 280 (7,252) (1,090)
Balance as at 31 December 2016 84,532 13,271 51,146 148,949

The accompanying notes form part of these condensed consolidated financial statements.

Page 8

Hansen Technologies

Condensed Consolidated Statement of Cash Flows

For the Half-Year Ended 31 December 2017

Consolidated Entity Consolidated Entity
Dec-17
Dec-16
Note $'000
$'000
Cash flows from operating activities
Receipts from customers 129,693
93,858
Payments to suppliers and employees (97,892)
(67,269)
Interest received 216
74
Finance costs (1,094)
-
Transaction costs relating to acquisition of subsidiary 8 (678)
(228)
Income tax paid (3,395)
(6,386)
Net cashprovided by operating activities 26,850 20,049
Cash flows from investing activities
Payment for plant and equipment 3 (1,462)
(2,530)
Payments for business acquisitions, net of cash acquired 8 (64,992)
(20,678)
Payments for acquisition of customer contract -
(2,165)
Paymentforcapitalised development costs 4 (4,858) (3,851)
Net cash used in investing activities (71,312)
(29,224)
Cash flows from financing activities
Proceeds from options exercised 336
1,745
Proceeds of issues of shares 49,228
-
Dividends paid net of dividend re-investment (5,175)
(6,523)
Proceeds from borrowings 46,362
4,000
Repayment ofborrowings (34,768) (2,000)
Net cash used in financing activities 55,983
(2,778)
Net (decrease)/increase in cash and cash equivalents 11,521
(11,953)
Cash and cash equivalents at beginning of half-year 15,013
30,203
Effects ofexchangerate changes oncashand cashequivalents (2,188) (482)
Cashand cashequivalents at end ofthehalf-year 24,346 17,768

The accompanying notes form part of these condensed consolidated financial statements.

Page 9

Hansen Technologies

Notes to the Half-Year Financial Statements

31 December 2017

1. Basis of Preparation of the Half-Year Financial Report

This condensed consolidated half-year financial report does not include all the notes of the type usually included in an annual financial report.

It is recommended that this half-year financial report be read in conjunction with the annual financial report for the year ended 30 June 2017 and any public announcements made by Hansen Technologies Ltd during the half-year in accordance with any continuous disclosure obligations arising under the Corporations Act 2001 .

Hansen Technologies Ltd is a for-profit entity for the purpose of preparing the financial statements.

The half-year financial report was authorised for issue by the Directors as at the date of the Directors' report.

(a) Basis of preparation

This condensed consolidated half-year financial report has been prepared in accordance with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001 . Compliance with AASB 134, as appropriate for for-profit entities, ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting .

The half-year financial report has been prepared under the historical cost convention, as modified by revaluations to fair value for certain classes of assets as described in the accounting policies.

The accounting policies applied in this half-year financial report are consistent with those of the annual financial report for the year ended 30 June 2017 and the corresponding half-year.

(b) Rounding amounts

In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 , the amounts in the directors’ report and in the financial report have been rounded to the nearest one thousand dollars, or in certain cases, to the nearest dollar (where indicated).

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Hansen Technologies

2. Dividends

2.
Dividends
Half-year to Dec
2017
2016
$'000
$'000
Dividends paid during the half-year:
- 3 cent final dividend paid 28 September 2017
- 4centfinaldividend paid 30 September 20161
5,874
7,252
5,874
7,252
Dividends declared after the half year and not recognised:
- 3 cent interim dividend (3 cents fully franked)
-3 centinterimdividend (3 centsfullyfranked)
5,888
5,450

1The final dividend paid of 4 cents per share, franked to 4 cents, comprised of a regular dividend of 3 cents per share, together with a special dividend of 1 cent per share.

3. Plant, equipment and leasehold improvements

3.
Plant, equipment and leasehold improvements
Dec-17 Jun-17
$'000 $'000
Plant, equipment and leasehold improvements at cost 42,255 38,042
Accumulated depreciation (31,257) (29,130)
10,998 8,912
Reconciliation
Carrying amount at the beginning of the period 8,912
Additions 1,462
Acquisitions 2,535
Disposals (5)
Depreciation expense (1,861)
Net foreign currency movements arising from foreign operations (45)
Carrying amount at the end of the period 10,998

Page 11

Hansen Technologies

4. Intangible assets

The intangible assets held by the group increased primarily as a result of the acquisition of Enoro Holding AS and its controlled entities (Enoro). See note 8 for further information.

Goodwill
$'000
Technology,
trademarks and
customer
contracts at cost
Software
development
at cost
Total
$'000
$'000
$'000
At 30 June 2017
Cost
89,058
Accumulated amortisation and impairment
(1,562)
38,729
42,568
170,355
(16,391)
(26,923)
(44,876)
Net book amount
87,496
22,338
15,645
125,479
Opening net book amount
87,496
Additions
-
Increase due to acquisition
57,270
Net foreign currency movements arising from
foreign operations
(946)
Amortisation charge
-
22,338
15,645
125,479
-
4,858
4,858
55,571
-
112,841
574
(96)
(468)
(5,890)
(2,360)
(8,250)
Closing net book amount
143,820
72,593
18,047
234,460
At 31 December 2017
Cost
145,382
Accumulated amortisationandimpairment
(1,562)
94,874
47,330
287,586
(22,281)
(29,283)
(53,126)
Net bookamount
143,820
72,593
18,047
234,460

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Hansen Technologies

5. Borrowings

The Company has a secured A$105 million multicurrency facility with the external bankers to provide additional funding as required for acquisitions and general corporate purposes. This facility expires on 29 June 2019 and will then be subject to annual review and negotiation with its external bankers.

The facility is secured by 85% of Group assets. As at 31 December 2017 the remaining unutilised portion of the facility is A$64 Million.

Dec-17
$'000
Jun-17
$'000
Current
Secured
Term facility
-
Lease liability
106
-
101
106 101
Non-current
Secured
Term facility
41,305
Lease liability
142
-
190
41,447 190

6. Segment Information

(a) Description of segments

Inter-segment pricing is determined on an arm's length basis. Segment revenue and results derive from items directly attributable to a segment or those that can be allocated on a reasonable basis.

Business Segments

The consolidated entity has 3 distinct reportable segments as described below:

Billing: Represents the sale of billing applications and the provision of consulting services in regard to billing systems.

Outsourcing: Represents the provision of various IT outsourced services covering facilities management, systems and operations support, network services and business continuity support.

Other: Represents software and service provision in superannuation administration.

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Hansen Technologies

(b) Segment information

(b)
Segment information
Half-year to Dec 2017
Billing
Outsourcing
Other
Total
Half-year 2017 $'000 $'000 $'000 $'000
Segment revenue
Total segment revenue 115,792
2,638
- 118,430
Segmentrevenuefromexternalsource 115,792
2,638
-
118,430
Segment result
Total segment result 24,916
787
- 25,703
Segment result from external source 24,916
787
- 25,703
Half-year to Dec 2016
Billing
Outsourcing
Other
Total
Half-year 2016 $'000
$'000
$'000
$'000
Segment revenue
Totalsegmentrevenue 83,853 2,974 74
86,901
Segment revenue from external source 83,853
2,974
74
86,901
Segment result
Totalsegmentresult 17,187
1,371
65 18,623
Segmentresultfromexternalsource 17,187
1,371
65 18,623
Half-year to Dec Half-year to Dec
2017 2016
(i) Reconciliation of segment results to the consolidated result $'000 $'000
Segment result from external source 25,703 18,623
Interest (878) 74
Depreciation & amortisation (118) (182)
Other (1,326) (481)
Total profit before income tax 23,381 18,034
7.
Contributed capital
Dec-17 Jun-17
No. No.
Number of ordinary shares on issue 196,054,982 181,960,344
Movement in ordinary shares on issue
Beginning of the half-year 181,960,344
Dividend re-investment plan 218,034
Shares issuance 13,606,604
Options exercised 270,000
End of the half-year 196,054,982

Page 14

Hansen Technologies

8. Business Combinations

(1) Acquisition of Enoro Holding AS

The Company’s subsidiary, Hansen Holdings Europe Ltd, acquired 100% of the share capital of Enoro Holding AS and its controlled entities (Enoro) with effect from 1 July 2017. Enoro Holding AS is the Nordic market-leading provider of Customer Information Systems and Meter Data Management systems for the energy sector. The acquisition further expands the Company’s energy footprint into a number of European countries including Norway, Sweden, Finland, Germany, Netherlands, Switzerland and Austria and positions the company to support further deregulation of the energy markets across Eastern Europe.

Details of the purchase consideration:

$’000
Cashpaid 70,246
Totalpurchase consideration 70,246

Assets and liabilities acquired as a result of the business combination were:

Fair value
$’000
Assets acquired:
Receivables
Plant and equipment
10,215
2,535
Total assets acquired 12,750
Liabilities acquired:
Payables
Accruals
Borrowings
Provisions
Deferred income
Deferred tax liability
Current tax liability
1,572
2,740
29,703
7,731
7,855
1,435
505
Total liabilities acquired 51,541
Net identifiable liabilities acquired (38,791)
Add:
Technology
Customer contracts
Deferred tax liability
Goodwill
17,342
38,229
(9,058)
57,270
Totalpurchase consideration, net of cash acquired **64,992 **

Goodwill arose on the acquisition of Enoro Holding AS due to the combination of the consideration paid for the business and the net assets acquired, less values attributed to other intangibles in the form of customer contracts and technology. The value of goodwill represents the future benefit arising from the expected future earnings, synergies and personnel assumed via the acquisition. None of the goodwill is expected to be deductible for tax purposes.

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Hansen Technologies

8. Business Combinations (continued)

(a) Initial accounting

Both the net asset value and the allocation of the purchase price to acquired assets are still preliminary. The acquisition accounting will be finalised in the financial report for the year ending 30 June 2018, which is 12 months from the acquisition date.

(b) Transaction costs

Transaction costs of $677,663 were incurred in relation to the acquisition. These costs are included with “Other Expenses” in the condensed consolidated statement of comprehensive income.

(c) Contribution since acquisition

Since the acquisition date of 1 July 2017 which is the beginning of the reporting period, Enoro Holding AS has contributed total revenue of $30.2 million and a profit after tax of $2.5 million which is included within the consolidated results.

Purchase consideration – cash outflow:

Purchase consideration – cash outflow:
$'000
Outflow of cash to acquire subsidiary, net of cash acquired
Cash consideration
Less: Cash balance acquired
70,246
(5,254)
Net outflow of cash – investingactivities 64,992

9. Subsequent Events

The Directors of Hansen Technologies Ltd have declared a 3 cents per share interim dividend, fully franked, payable to shareholders as of the record date of 8 March 2018, with payment to follow on 29 March 2018.

There were no other material events subsequent to the period ended 31 December 2017 that have significantly affected or may significantly affect the consolidated entity.

Page 16

Hansen Technologies

Directors' Declaration

Hansen Technologies Ltd

The Directors declare that the financial statements and notes set out on pages 6 to 16 are in accordance with the Corporations Act 2001 :

  • (a) Comply with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 , and other mandatory professional reporting requirements; and

  • (b) Give a true and fair view of the financial position of the consolidated entity as at 31 December 2017 and of its performance for the half-year ended on that date.

In the Directors’ opinion there are reasonable grounds to believe that Hansen Technologies Ltd 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 Directors.

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David Trude Director

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Andrew Hansen Director

Melbourne 23 February 2018

Page 17

Hansen Technologies

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INDEPENDENT AUDITOR’S REVIEW REPORT

TO THE MEMBERS OF

HANSEN TECHNOLOGIES LTD

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Hansen Technologies Ltd and controlled entities which comprises the condensed consolidated statement of financial position as at 31 December 2017, the condensed consolidated statement of comprehensive income, condensed consolidated statement of changes in equity and condensed 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 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 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 , in order to state whether, on the basis of the procedures described, 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 consolidated entity’s financial position as at 31 December 2017 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 . As the auditor of Hansen Technologies Ltd and controlled entities, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

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.

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Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Hansen Technologies Ltd and controlled entities, would be in the same terms if given to the directors as at the time of this auditor’s report.

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Hansen Technologies Ltd and controlled entities is not in accordance with the Corporations Act 2001 including:

  • (a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2017 and of its performance for the half-year ended on that date; and

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

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RSM AUSTRALIA PARTNERS

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J S CROALL Partner

Dated: 23 February 2018 Melbourne, Victoria

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