Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

IKEGPS GROUP LIMITED Annual Report 2017

Jun 29, 2017

65113_rns_2017-06-29_2b277547-1dc9-41e8-8041-92bc04f6fb78.pdf

Annual Report

Open in viewer

Opens in your device viewer

==> picture [596 x 766] intentionally omitted <==

----- Start of picture text -----

2017 ANNUAL REPORT
----- End of picture text -----

Get the measure of your world

Contents

Chairman’s and CEO’s Report ... 4 Management Commentary ....... 6 ikeGPS at a Glance .................. 12 Meet the Board ....................... 16 Meet the Management Team .... 17 Shareholder Information ........ 19 Financial Statements .............. 27 Directory ................................ 59

1

Highlights

==> picture [289 x 396] intentionally omitted <==

“The IKE 4 Cloud today manages more than 150,000 pole records, and is growing exponentially”

2

Stanley Smart Measure Pro Adopted in Three New European Markets

==> picture [277 x 233] intentionally omitted <==

==> picture [78 x 49] intentionally omitted <==

Lowes in U.S.

==> picture [60 x 42] intentionally omitted <==

UK France Germany

39,500 30,500 ORDERS RECEIVED UNITS SHIPPED

3

Chairman and CEO’s Report

Chairman’s & CEO’s Report

==> picture [134 x 151] intentionally omitted <==

==> picture [134 x 142] intentionally omitted <==

Rick Christie

Glenn Milnes

Performance

After three prior years of greater than 100% year-on-year growth FY2017 was a challenging period for our business, with a disappointing 1H followed by a return to growth in 2H FY17. Positively, we feel that we have addressed the one-off headwinds encountered in FY2017 and now have momentum back across our products and markets to underpin a return to strong growth.

Revenue and other income for the year was $5.8m (Prior Comparative Period - PCP $9.2m).

Sales of IKE4 into the U.S. electric utility and communications market strengthened in 2H FY2017 however unit volumes and revenue decreased against FY2016 due primarily to a weak first half.

Sales of mobile products (Spike into the Signage market and the Stanley Smart Measure Pro into the Construction market) increased in aggregate by approximately 2,200 units to 32,600 (PCP approximately 30,400 units).

Stanley Smart Measure Pro sales grew to approximately 30,500 units, with 4 approximately 9,000 additional units on

order. Spike revenues were slightly lower against PCP with 2,100 units sold.

Net loss for the year of $10.7m (PCP $8.8m) was a function of the Company investing into expanding distribution, sales pipeline and product software capability against lower revenue levels.

The gross margin target for IKE-branded products for FY2017 exceeded the 65% target due to the delivery of more valueadded cloud software across the IKE 4 and Spike products. This product capability is the foundation for projected profitable growth longer term.

Product and market summary

For IKE 4 we experienced extended time frames to develop Electric Utility & Communications customers in the U.S. market from initial trials to larger sales deployments. These sales opportunities are deferred rather than lost, and as at June 2017 we have more than 15 organisations as targeted IKE 4 accounts that we estimate have the potential to grow to greater than $1m in revenue. Customer feedback on the value and performance of the IKE 4 platform is good and the breadth of the overall sales

pipeline for IKE 4 has grown materially against the same time in the prior year.

The market opportunity for IKE 4 in the U.S. market is estimated at $700m per annum. Developing the ecosystem around this market is important because if the asset owners, normally the electric utilities, use IKE 4 as their data standard then there is the potential for it to become a requirement for other parties using the poles and assets – such as engineering firms, television, cable or communications companies. Positive steps were made

in FY2017, albeit at a slower rate than we would like, for example IKE 4 has now been deployed in all four investor-owned Utilities in the State of California and in all investor-owned Utilities in the State of Washington. These are material proof points which we expect to be beneficial in IKE 4 penetrating the market in these and other States across the U.S. Patent work, parallel product & service innovation and, for scaled adoption, extended pilot trials are often part of a target customer’s decision process – reflecting the importance of IKE’s products & software to their core business. The corollary is that we have high confidence of ongoing and

==> picture [373 x 43] intentionally omitted <==

repeat business once accounts have been won.

Spike is now being used every day by approximately 4,000 sign businesses, with the Signage market estimated to be a $300-500m opportunity. U.S. Signage market resellers performed to plan through 1H FY2017 but slowed in 2H FY2017, reflecting a higher degree of seasonality than expected. European Signage market distribution was established for 14 new countries in 2H FY2017 with the launch of Spike into those national markets taking about a quarter longer than anticipated (initiated Q4 FY2017 and Q1 FY2018). In terms of new vertical markets for Spike, new use cases, customers and distributers are being established across the Architecture, Engineering and Construction (AEC) market. This very large AEC market is a focus for FY2018 and investors should expect to see ongoing updates relating to the development of this vertical in terms of distribution and software integration with some of the larger AEC backend platforms. With respect to the U.S. Government market, Spike was formally adopted by one major U.S. intelligence agency in FY2017. Initial Spike pilot sales have also been made into more than 25% of the 52 Department of Transportation’s across the U.S. for asset collection applications. The Government market remains a longterm opportunity in terms of scaling volumes and the above proof points are encouraging.

For Stanley Smart Measure Pro (SMP) and the Construction and Contractor market, customer feedback remains positive and the product remains a marketing focus for IKE’s partner, Stanley Black & Decker Inc., particularly in Europe where sales volumes grew to 30,500 units in FY2017. IKE has lifted its gross margin on the sale of SMP hardware units following a renewed supply and distribution agreement that covers the period through early 2019. IKE does not have sufficient visibility into Stanley Black & Decker’s pipeline and order planning, other than the generally positive view as above, to be able to give specific guidance on SMP volumes this early in FY18. IKE will update the market with product-specific guidance when more certainty is available

on the likely volume outturn for the year. A positive subsequent event has been the recent launch of SMP into Bunnings Warehouse in Australia.

FY2017 Product development and the introduction of recurring revenue models

Both the core IKE 4 cloud platform and core Spike cloud platform are in place to manage asset information for customers. This is expected to deliver increasing recurring revenue streams through FY2018 and beyond. As an example, the impact of the cloud software component of the IKE 4 product is that revenue per unit sale is expected to be approximately 150% of that of an IKE 3, the predecessor product, over a three-year period but with less revenue being recognized in the year of the sale itself.

Corporate and operating expenditure:

IKE has the ability to manage its growth activities and align costs accordingly. Through 2H FY17 the business successfully transitioned its cost base from engineering development to building distribution channels and enterprise sales opportunities that are anticipated to create value in FY2018 and beyond. In FY2018 the Company forecasts a material reduction in development engineering against FY2017, largely reflecting the completion of the core cloud platform for both IKE4 and Spike. Management maintains a lean corporate overhead structure and anticipates a slight reduction in corporate expenses in FY2018 against FY2017.

Outlook for a return to growth in FY2018

The FY2018 business plan targets strong growth and the continued transition to cash breakeven operation. IKE does have an increasing working capital requirement as it grows and transitions to profitability, which is a function of building hardware products alongside selling multi-year subscription software.

More generally, IKE solutions continue to be central to thousands of businesses. We have an opportunity to take a leading position in mobile measurement solutions & software for electric utility and signage customers. Our vision in the electric utility market is to put IKE 4 at the centre

of every pole transaction, and with our mobile products our vision is to put Spike at the centre of many enterprise mobile workflows where external assets need to be assessed, analysed and managed. IKE is in markets with hundreds of thousands of potential customers, and we’re only just getting started embedding our products into those markets and building our recurring revenue streams. Our customer base is expected to grow strongly in FY2018 and we remain focused on delivering value-added growth.

==> picture [109 x 32] intentionally omitted <==

Rick Christie

CHAIRMAN IKE GPS GROUP 30 JUNE 2017

==> picture [72 x 29] intentionally omitted <==

Glenn Milnes

CEO & MANAGING DIRECTOR IKE GPS GROUP 30 JUNE 2017

5

Management Commentary

The platform for growth

Management Commentary

Winning in the market

Our strategy continues to be to build solutions that are differentiated in the market by several important elements.

==> picture [483 x 28] intentionally omitted <==

----- Start of picture text -----

Competitive landscape Approach Achieved in FY17
Aggressive price Hybrid software & hardware offerings New products and industry-specific software enhancements:
----- End of picture text -----

Aggressive price Hybrid software & hardware offerings New products and industry-specifc software enhancements:
discounting on allow premium pricing & recurring revenue. – IKE 4 solution, grows revenue and absolute margin
hardware, focused
horizontally
Focused expertise for defned niche vertical
markets
against predecessor product, IKE 3, by approximately
150% over three year period
– Spike cloud presents opportunity to grow revenue &
margin further on a per unit sales
– Improved margin on Stanley Smart Measure Pro hardware
unit
Walled garden Developing an open and integrated IKE 4 Cloud and Spike Software Development Kit released:
ecosystem, while maintaining value – Enabling integration into incumbent mobile apps and
for IKE work fows
Treat customer Superior customer experience to Field training and integration teams creating competitive
service as a cost drive adoption advantage in the Electric Utility and Communications market.

6

Changing the way the world is measured

Largest Californian Electric Utility; Joe M, Customer Project Planner, Northeast Project Management Design Team:

“So I took a pole that I used the IKE4 to collect my field data with, and the results were astonishing! I got my span lengths, GPS coordinates, attachment heights and delta changes. This is an example of just how good this solution is…people have no excuse now not to do it fast and right!”

One of largest U.S. telecommunications company’s; Adam W, OSP Lead Engineer:

“I want to thank you and the IKE team for our experience with IKE4 and its integration. We are very pleased with the solution’s performance in the field and the seamless transfer of data to the cloud for Pole Load Analysis. We are excited about this exceptional product and are confident it will help our company grow and win.”

==> picture [484 x 279] intentionally omitted <==

Investing for growth

We continue to pursue a long-term growth agenda with the goal to become the leader in measurement solutions in our targeted vertical industries. Our growth model is a hybrid of selling software and mobile devices and through the year we were successful in transitioning customers onto our cloud-based solutions so to manage their asset information.

People

We welcomed one new management team member in Chris Birkett as Chief Financial Officer. Chris brings extensive public company and international business experience from financial leadership roles in growth and listed companies. These include as CFO at Nasdaq-listed RockShox Inc., CFO of General Cable Asia Pacific, Managing Director of General Cable Oceania and most recently as CFO of manuka honey company Watson & Son. Prior to these leadership positions Chris held financial roles with Cisco Systems Inc. in Silicon Valley and audit roles with Coopers & Lybrand in New Zealand and the U.S.

7

Management Commentary

Financial Results

Result after tax

==> picture [535 x 214] intentionally omitted <==

----- Start of picture text -----

Year Ended Year Ended Year Ended Year Ended
FY14 FY15 FY16 FY 17
Audited FY14A Audited FY15A Audited Audited FY17A
$’000’s $’000’s FY16A $’000’s
$’000’s
Revenue and other income 1,884 4,026 9,214 5,840
Expenditure (3,600) (9,215) (17,392) (14,385)
Loss before depreciation, amortisation, financing and tax (1,716) (5,189) (8,178) (8,545)
Depreciation and amortisation (363) (807) (1,306) (1,972)
Foreign exchange (losses) / gains (158) 625 280 (135)
– –
Other expenses from IPO (272) (134)
Loss before financing and tax (2,237) (5,643) (9,204) (10,787)
Net finance (expenses) / income (49) 565 361 69
Income tax benefit / (expense) 24 (3) 7 (9)
Loss attributable to owners of ikeGPS Group (2,262) (5,081) (8,836) (10,727)
----- End of picture text -----

Group Operating Results and Net Assets Group Operating Results and Net Assets
Total operating revenue and government grants 1,883 4,026
9,214
5,840
Net loss before other comprehensive income (2,261) (5,081)
(8,836)
(10,727)
Net assets 3,949 22,122
13,241
10,636

==> picture [483 x 205] intentionally omitted <==

8

Revenue growth re-established 2H FY2017 after a difficult 1H

Sales in 2H FY2017 improved following a disappointing 1H. Of note when comparing revenue between periods is that the revenue model for electric utility sales changed in FY2017 against FY2016. The new IKE4 product, introduced in FY2017, ultimately generates approximately 1.5x the level of revenue and margin over a three year period as against the predecessor IKE 3 product, as sold in FY2016, however less revenue is recognized in the initial year of an IKE4 sale.

r

==> picture [351 x 239] intentionally omitted <==

Outlook and KPI’s for FY2018

Several KPI’s are highlighted as relate to FY2018. Among these we project to return to strong revenue growth and cash breakeven.

==> picture [483 x 32] intentionally omitted <==

----- Start of picture text -----

Metric Expectation at commencement of FY2018 Projected Performance and
Update YTD
----- End of picture text -----

Customer and – Greater than 40% growth in IKE 4 new unit sales against FY17, with additive Growth trajectory re-
market growth revenue from existing IKE4 customers converting 2nd year cloud subscriptions established through FY18.
– Greater than 50% growth in Spike new units sales against FY17, with additive
revenue from new cloud subscriptions
Cash – Transition to cash breakeven in FY18 Cash breakeven
Gross margins, – Gross margins on IKE-branded products improving by up to 5% over FY17 5 % point Gross Margin
EBITDA pricing & actual of 69% improvement on ike-branded
business models – EBITDA to improve signifcantly against FY17 products (IKE4 and Spike),
– IKE4 and Spike revenues continue to develop a higher bias to recurring verses FY17, to 74%.
revenue via cloud-based software subscriptions
Operating – Operating costs will decrease in absolute dollar terms against FY17. Lower absolute operating
expenditure – Sales and marketing costs will be at a similar level to FY17 as investment expenditure
toward acquiring customers and growing market share continues
– Engineering and corporate costs will decrease

9

Management Commentary

IKE 4 sales growth expected FY2018

==> picture [485 x 211] intentionally omitted <==

----- Start of picture text -----

Numerous major customer
opportunities were developed
through 2H FY17
Total addressable market estimated
at $700m per annum
New cloud component of the
solution delivering recurring revenue Projecting 1.5x
sales growth
in FY18 and beyond
against FY17
Sales volume
decreased against
FY16
Sales up almost
1.5x over FY15 IKE 4 cloud
Cloud-based IKE 4 platform adopted,
Sales up almost 2x platform launched materially
over FY14 growing the
revenue per
customer over 3
years
March 2018
March 2014 March 2015 March 2016 March 2017 Forecast
FY14YE FY15YE FY16YE FY17YE FY18
PROJECTION
----- End of picture text -----

Growth opportunities

Today we are well positioned to focus on winning our target vertical markets as we expand the reach and breath of our products.

==> picture [483 x 21] intentionally omitted <==

----- Start of picture text -----

FY18 markets & revenue component Today
----- End of picture text -----

Electric Utility and Communications – Sales, marketing, integration and delivery teams in place
market, via IKE 4 – Quality and depth of sales pipeline increasing. More than 15 target accounts with
potential to grow to greater than $1m revenue
– Several market tailwinds driving more infrastructure owners to have the need to
measure and model their distribution structures: such as fbre roll-outs and increasing
regulation
Signage and other new markets such – Distribution channels, product & brand recognition developed further in the Signage
as Architecture, Engineering and market in the U.S., and emerging in Europe
Construction market (AEC), via Spike – Opportunity for larger enterprise sales in FY18
– New vertical market opportunities provide upside potential in the AEC market, with new
distribution partners coming onboard
Construction and Contractor market, – Sell through rate across three European markets at approximately 500 units per week
via Stanley Smart Measure Pro – Will update the market with product-specifc guidance when more certainty is available
on the likely volume outturn for the year
– Q1 FY18 on track to meet or exceed targets
Contract revenue – Callaghan Innovation contract projected to deliver a small amount of ‘other income’

10

Smartphone Solution Sales Momentum

Spike:

Continues to win deployments across the signage market, estimated to be in more than 4,000 signage business today.

  • Total addressable market estimated

  • at $300-500m

  • Sales and distribution programmes focusing on new verticals such as Architecture, Engineering and Construction (AEC) and Government markets

  • Cloud and subscription products introduced in FY17, to be monetized in FY18

Stanley Smart Measure Pro:

  • 30,500 units shipped into three European markets in FY2017

==> picture [307 x 216] intentionally omitted <==

----- Start of picture text -----

Spike Projecting >3,000
new Spike customer from
Signage and the AEC
markets. Projecting 60%
OEM: Outperformance of uptake of the Spike
Stanley Smart Measure Cloud service
Pro sales v forecast (c
More than 7x year-on- 30,500 units shipped) OEM: updates to be
year revenue growth provided to the market as
OEM: Outperformance of Spike: >2,000 additional orders are received for
Stanley Smart Measure signage customers the Stanley Smart
Pro sales v forecast Measure Pro
(c 25,000 units)
Spike: >2,000 signage
customers
March 2015 March 2016 March 2017 March 2018F
----- End of picture text -----

==> picture [247 x 185] intentionally omitted <==

New verticals, such as the Architecture, Engineering and Construction market, now being addressed with Spike

....where Spike recently won the Pinnacle Award at the National Hardware Show, the largest global event for the building and home improvement industry measure, estimate and quote. Spike can be used on all types of signs, from channel letters to monument and pylon signs.

11

12

IKE 4 snapshot

The global electric utilities market opportunity is vast

==> picture [273 x 67] intentionally omitted <==

----- Start of picture text -----

U.S.A Global
210m 1.24b
Power poles and Power poles and
distribution assets distribution assets
----- End of picture text -----

  • Initial target – U.S. Electric Utility Market

  • Motivation

  • Utilities are required to measure, audit & model distribution networks for operational, revenue generating and regulatory reasons

IKE 4 is integrated software-led solution

Hardware Software

Cloud software

  • Custom forms to manage field staff

==> picture [131 x 99] intentionally omitted <==

Ruggedised mobile hardware that integrates laser, camera, 3D-compass and GPS components

==> picture [138 x 136] intentionally omitted <==

  • Measurement and modeling within photos

  • Reports generated in industry standard formats

Industry software

  • Data exported into back-end software with large customer bases

Fast, safe, verifiable, integrated

Two Main Customer Groups

US electric utility customers

==> picture [225 x 139] intentionally omitted <==

US engineering firm customers

==> picture [225 x 125] intentionally omitted <==

==> picture [81 x 55] intentionally omitted <==

==> picture [59 x 21] intentionally omitted <==

----- Start of picture text -----

Productivity
125%
----- End of picture text -----

“IKE 4 is a real game changer for the safe and accurate measurement, and then management, of utility assets.”

– STEVE SCHULTE – JOINT USER DEPARTMENT AVISTA UTILITIES

13

ikeGPS at a Glance

Spike snapshot

Spike turns your Smartphone or Tablet into a powerful measurement solution

==> picture [116 x 123] intentionally omitted <==

==> picture [61 x 11] intentionally omitted <==

----- Start of picture text -----

Smartphone
----- End of picture text -----

Spike App

==> picture [137 x 123] intentionally omitted <==

==> picture [126 x 75] intentionally omitted <==

Spike Device

Cloud

Very broad market opportunity

Signage, Architecture, Engineering and Construction

==> picture [218 x 63] intentionally omitted <==

----- Start of picture text -----

A B
C D E
Signage Architect
----- End of picture text -----

==> picture [218 x 51] intentionally omitted <==

==> picture [52 x 8] intentionally omitted <==

----- Start of picture text -----

Construction
----- End of picture text -----

==> picture [34 x 8] intentionally omitted <==

----- Start of picture text -----

Builders
----- End of picture text -----

==> picture [103 x 50] intentionally omitted <==

----- Start of picture text -----

Total: 578’ [2]
----- End of picture text -----

Signage businesses relying on Spike every day to improve their business processes, saving time & money

==> picture [95 x 10] intentionally omitted <==

----- Start of picture text -----

Engineering contractors
----- End of picture text -----

14

==> picture [596 x 236] intentionally omitted <==

“For estimating purposes this is the perfect tool to increase your productivity.” – TOM WEBER – FASTSIGNS IN MINNETONKA, MINNESOTA

“It’s an amazing tool, and I use it every day. No more climbing ladders! I can take all the measurements I need right from the ground.”

– BRYAN CLAYMAN – SIGNARAMA IN WALPOLE, MASSACHUSETTS USA

“Using Spike has made my job so much easier. Spike measurements are very precise.”

– DIANE RICHARD – CERTIFIED REAL ESTATE APPRAISER IN MANASSAS, VIRGINIA

“A picture is worth a thousand words; a Spike enhanced picture is worth two thousand.” – TANE DUNNE – WELLINGTON CITY COUNCIL

“Spike streamlined our entire business process!”

– MIKE FRANKS – PCS RESIDENTIAL IN INDIANAPOLIS, INDIANA

“After using Spike once, you can’t help but think ‘why would I do this any other way?”

– ROB CHATWIN – ALPHAGRAPHICS IN DENTON, TEXAS

15

Meet the Board

Leadership

BOARD

Rick Christie

(MSc (Hons) in chemistry) CHAIRMAN AND INDEPENDENT DIRECTOR

Peter Britnell

INDEPENDENT DIRECTOR

Former Chairman of Ebos Group. Experience as a director on a number of other major boards, including TVNZ. Previously CEO of investment company Rangatira Ltd. 21 years’ management experience in the international oil and gas industry.

GIS industry veteran who established and grew the Asia/Pacific business for Smallworld that later listed on the NASDAQ stock exchange and was later acquired by General Electric. Subsequently VP Worldwide Sales for GE Smallworld and GE Network Solutions.

Dr Bruce Harker

(PhD in Electrical Engineering, BE (Hons)) INDEPENDENT DIRECTOR

Director of H.R.L. Morrison & Co’s Energy Group and is ex-Chairman of NZX listed TrustPower and Z-Energy.

==> picture [574 x 129] intentionally omitted <==

Fred Lax

Alex Knowles

DIRECTOR

Experience with companies in the information technology and transportation industries. Formerly Chief Operating Officer of the largest international freight forwarder and small parcel consolidator in the US.

Glenn Milnes

MBA (Dist.), BSc (Hons), B PhD MANAGING DIRECTOR AND CHIEF EXECUTIVE

Joined ike from No 8 Ventures. Previously held senior strategy and corporate development positions with Cable & Wireless International.

INDEPENDENT DIRECTOR

Mr. Lax is an executive leader with extensive global experience in the telecommunications industry. He is currently a director of NASDAQ listed Ikanos Communications Inc. and former Chief Executive Officer and President of Tekelec Inc.

==> picture [574 x 128] intentionally omitted <==

----- Start of picture text -----

ANNUAL REPORT
ikeGPS GROUP LIMITED |
----- End of picture text -----

16

Meet the Management Team

==> picture [596 x 43] intentionally omitted <==

MANAGEMENT

Glenn Milnes

MBA (Dist.), BSc (Hons), B PhD CHIEF EXECUTIVE OFFICER & MANAGING DIRECTOR

Leon Toorenburg

BSc, BE CHIEF TECHNOLOGY OFFICER

Dr. Richard Mander

PhD, MA, BA EXECUTIVE VP OF ENGINEERING & OPERATIONS

Glenn has been alongside ikeGPS from the company’s earliest days. He joined ikeGPS from No 8 Ventures – New Zealand’s leading technology investor, where he had executive and board roles for a number of technology companies. Prior to that he held senior strategy and corporate development positions with Cable & Wireless International. He has also held senior sales and finance roles in various European markets.

The founder and inventor of ike, Leon brings deep GIS and GPS product and market knowledge, extensive customer relationships and unparalleled industry networks. He has a B.Sc and BE Honours in electrical engineering from the University of Canterbury and holds several US patents.

Richard has extensive experience turning technology into beautiful products. His career includes roles as Engineering Group Manager at Apple, CTO at Navman, CEO of HumanWare, and Director of Operations Engineering at Contour. Richard has a Ph.D. from Stanford University and in 2004 was named World Class New Zealander for achievements in technology.

Chris Birkett

BCA CHIEF FINANCIAL OFFICER

Chris brings extensive public company and international business experience from financial leadership roles in growth and listed companies. These include as CFO at Nasdaq-listed RockShox Inc., CFO of General Cable Asia Pacific, Managing Director of General Cable Oceania and most recently as CFO of manuka honey company Watson & Son. Prior to these leadership positions Chris held financial roles with Cisco Systems Inc. in Silicon Valley and audit roles with Coopers Lybrand in New Zealand and the U.S.

Mike McGill

BSc

SENIOR VICE PRESIDENT, UTILITY & COMMUNICATION BUSINESS UNIT

Mike is the senior vice president of the Utilities & Communication business unit at ikeGPS, where he is responsible for delivering collection, analysis and management solutions for customers focused on distribution assets. Prior to joining ikeGPS, Mike served as the senior vice president of sales at Navagis and spent six years at DigitalGlobe in director- and vice presidentlevel positions for the spanned commercial and defense segments

17

==> picture [596 x 43] intentionally omitted <==

Shareholder Information

Corporate Governance ............. 20 Disclosures ............................. 22

Shareholder Information

Corporate Governance

Best practice and governance

The Board recognises the importance of good corporate governance and particularly its role in delivering improved corporate performance and protecting the interests of all stakeholders.

Composition of the Board

The Board consists of five non-executive directors and one executive director.

  1. Rick Christie (Independent, Non-executive Chairman),

  2. Bruce Harker (Independent, Non-executive Director),

The Board is responsible for establishing and implementing the Group’s corporate governance frameworks and is committed to fulfilling this role in accordance with best practice while observing applicable laws, the NZX Corporate Governance Best Practice Code (NZX Code) and the Financial Markets Authority Corporate Governance in New Zealand Principles and Guidelines.

The Investors section on the Company’s website contains copies of the following corporate governance documents adopted and followed by the Company:

  • Constitution;

  • Corporate Governance Code (which contains the Company’s Code of Ethics, Audit and Risk Management Committee Charter, and Nominations and Remuneration Committee Charter); and

  • Securities Trading Policies and Guidelines.

The Company considers that during the reporting period, the corporate governance principles adopted and followed by it did not materially differ from the NZX Corporate Governance Best Practice Code.

The role of the Directors

The Directors assume accountability for the success of the Group by taking responsibility for the direction and management of the Group’s affairs. The main functions of the Directors include:

  1. reviewing and approving the strategic, business and financial plans prepared by management;

  2. ensuring the Group has appropriate management to enable it to achieve its objectives;

  3. reviewing and approving individual investment decisions which the Directors have determined should be referred to it before implementation;

  4. Peter Britnell (Independent, Non-executive Director),

  5. Alex Knowles (Not Independent, Non-executive Director),

  6. Fred Lax (Independent, Non-executive Director),

  7. Glenn Milnes (Not Independent, Chief Executive Officer and Managing Director)

Nomination and appointment

The procedures for the appointment and removal of Directors are ultimately governed by the Company’s Constitution. The Board has established a Nominations and Remuneration Committee whose role is to identify and recommend to the Board individuals for nomination as members of the Board and its Committees, taking into account such factors as it deems appropriate, including experience, qualifications, judgement and the ability to work with other Directors. Directors receive formal letters of appointment setting out the arrangements relating to their appointments.

Board committees

The Board operated two Committees during the year: the Audit and Risk Management Committee and the Nominations and Remuneration Committee. Other committees may be formed for specific purposes and disbanded as required.

The Charters of each Committee are in the Investors section on the Group’s website. The membership of each Committee at 31 March 2017 was:

  1. Audit and Risk Management Committee – Peter Britnell (Chair), Fred Lax and Glenn Milnes

  2. Nomination and Remuneration Committee – Rick Christie (Chair), Bruce Harker and Glenn Milnes

  3. monitoring the Group’s performance against its approved plans and to oversee the Group’s operating results;

  4. ensuring the quality and independence of the Group’s external audit process;

  5. monitoring compliance and risk management; and

  6. establishing and monitoring the Group’s health and safety policies.

20

Retirement and re-election

At least one-third of Directors retire annually, but are eligible for reappointment by shareholders at each Annual Meeting.

The Directors to retire are those who have been longest in office since the last election. Directors retiring by rotation may, if eligible, stand for re-election. A Director appointed since the previous Annual Meeting holds office only until the next Annual Meeting but is eligible for reelection at that meeting.

Director remuneration

Directors’ fees are currently set at a maximum total of $320,000 for all the non-executive Directors. The actual amount of fees paid in the past year to all non-executive Directors was $251,000.

Board access to information and advice

The Chief Financial Officer (Chris Birkett) is responsible for supporting the effectiveness of the Board by ensuring that policies and procedures are followed and coordinating the completion and dispatch of the Board agendas and papers.

All Directors have access to the senior management team, including the Chief Financial Officer, to discuss issues or obtain information on specific areas in relation to items to be considered at Board meetings or other areas as they consider appropriate. Further, Directors have unrestricted access to Group records and information.

The Board, the Board Committees and each Director have the right, subject to the approval of the Chairman, to seek independent professional advice at the Group’s expense to assist them to carry out their responsibilities. Further, the Board and Board Committees have the authority to secure the attendance at meetings of outsiders with relevant experience and expertise.

Indemnities and insurance

Deeds of Indemnity have been granted by the Company in favour of the Directors in relation to potential liabilities and costs they may incur for acts or omissions in their capacity as Directors. The Group’s Directors’ and Officers’ Liability insurance policy covers risks normally covered by such policies arising out of acts or omissions of Directors and employees in their capacity as such.

Board meetings

The Board met formally 8 times in the year ended 31 March 2017 and there were also separate meetings of the Committees. At each meeting the Board considers key financial and operational information as well as matters of strategic importance. Executives regularly attend Board meetings and are also available to be contacted by Directors between meetings.

All available information relating to items to be discussed at a meeting of the Board is provided to each noninterested Director prior to that meeting.

Code of Ethics

The Code of Ethics includes a policy on business ethics which is designed to govern the Board’s conduct. The Code addresses conflicts of interest, receipt of gifts, confidentiality and fair business practices.

Disclosure

The Company adheres to the continuous disclosure requirements of NZX and at law, which govern the release of material information in relation to the Group.

Director education

All Directors are responsible for ensuring they remain current in understanding their duties as Directors.

Directors’ share ownership

All Directors and employees are required to comply with the Company’s Securities Trading Policy and Guidelines in undertaking any trading in the Company’s securities. A copy of this Policy can be found in the Investors section on the Company’s website. Tables identifying the Directors’ holding of securities are included in the Disclosures section of this Annual Report.

21

Shareholder Information

Disclosures

Introduction

The directors of ikeGPS Group Limited (the Company) present their report on the consolidated entity (the Group), consisting of ikeGPS Group Limited and the entities it controlled during the year ended 31 March 2017.

Audit Fees

The Company’s officers as at 31 March 2017, and their respective roles, were as follows:

Glenn Milnes Chief Executive Officer Dennis Bencala Chief Financial Officer[* ] Leon Toorenburg Chief Technology Officer Michael McGill SVP, Utility & Communications Richard Mander EVP Engineering & Operations

  • Dennis Bencala resigned in March and was replaced by Chris Birkett from April 2017

The amounts payable to PwC as auditor of the Group are as set out in Note 5(b) to the financial statements.

Annual Meeting

Subsidiary company Directors

The following people held office as Directors of subsidiary companies of the Company at 31 March 2017:

  1. ikeGPS Inc: Glenn Milnes, Leon Toorenburg and Alex Knowles.

The Company’s Annual Meeting of shareholders will be held in Wellington in August 2017. A notice of Meeting and Proxy Form will be circulated to shareholders closer to the time.

  1. ikeGPS Limited: Peter Britnell and Leon Toorenburg, Rick Christie and Bruce Harker

Dividends

As part of the Group's growth plans, dividends are not currently paid and the Board did not declare a dividend in respect of the period ending 31 March 2017 nor does it expect to declare any dividends during the period ending 31 March 2018.

Net Tangible Assets

The Net Tangible Assets per security at 31 March 2017 was $0.10 (31 March 2016: $0.17).

NZX Waivers

There were no waivers obtained or relied upon during the period to 31 March 2017.

Diversity

A gender breakdown of directors and officers of the Company and its subsidiaries as at 31 March 2017 and 31 March 2016 are detailed below. For the purposes of accurate disclosure Glenn Milnes is shown both as a director and an officer.

Directors 2017 2016
Male 7 7
Female - -
Officers
Male 5 6
Female - 1

22

Entries recorded in interests register

The following are particulars of entries made in the Company’s interests register pursuant to section 140 of the Companies Act 1993 for the period 1 April 2016 to 31 March 2017.

Director Interest
Disclosed Declaration
Rick Christie - Chairman No conflicting
interests
NZX:SPN Southport NZ Limited Director
Solnet Group (Private) Director
Powerhouse Ventures Limited Director
National e-Science Infrastructure(NeSI) Chairman
Service IQ Chairman
Victoria UniversityFoundation Trustee
Peter Britnell - Non Executive Director No conflicting
interests
Omori Estate Limited,New Zealand Director
Apra Investments Pte. Ltd. Singapore Director
Dr Bruce Harker - Non Executive Director No conflicting
interests
Tilt Renewables Ltd Chairman Appointed Oct 2016
Glenn Milnes - CEO and Managing Director No conflicting
interests,
Advisory Board for No 8 Ventures Management
Limited
Advisor
Ohakuri Weekends Limited Director
Alex Knowles - Non Executive Director No conflicting
interests
Knowles Services Ltd Director Resigned December 2016
PureFresh Director Pending
Coast All Services Ltd Director Resigned December 2016
36 Ascot Ltd Director Resigned December 2016
Alphian Investments Ltd Director
A WayTo Move Inc Director
Trinium Technologies LLC/ QED LLC Board Member
XenonFS LLC Board Member
AWA Shipping /IntelligentSCM LLC Board Member
Epe Frame Metal Spa Director
Framemax Systems Inc Director
Board Member
Climate Coatings Ltd Director
Harbourside Developments Ltd Director
CG Lease Ltd Director Resigned December 2016

23

Shareholder Information

Directors' remuneration and other benefits

Directors’ fees are currently set at a maximum of $320,000 for the non-executive Directors. The actual amount of fees paid in the year to 31 March 2017 was $251,000 (2016: $240,000).

Directors fees and other remuneration and benefits (including share option expense) from the Company recognized in profit or loss during the accounting period ended 31 March 2017 are as follows:

Director 2017 Remuneration
and other benefits
Nature of remuneration
Richard Christie 90,000 Director fees & share option expense
Bruce Harker 60,010 Director fees & share option expense
Peter Britnell 57,093 Director fees & share option expense
Alex Knowles 49,343 Director fees & share option expense
Frederick Lax 57,593 Director fees & share option expense
Glenn Milnes* 640,754 Salaryand entitlements
Leon Toorenburg* 316,812 Salaryand entitlements
Total $ 1,271,615
  • Glenn Milnes and Leon Toorenburg received salary and entitlements in US$ as employees of ikeGPS Limited. Remuneration shown above, has been converted to NZ$ at the rate on 31 March 2017. Neither received any remuneration in their capacity as a Director of any Group company. Entitlements include the share option expense.

Each Director is separately entitled to be reimbursed for reasonable travelling, accommodation and other expenses incurred in performing their role as a Director.

No Director of either of the Company’s subsidiaries receives any remuneration in that capacity.

Options granted to Directors are stated below in Directors’ relevant interests.

Statement of Directors’ relevant interests

Directors (including Directors of subsidiary companies) held the following relevant interests in equity securities of the Company as at 31 March 2017.

Quoted shares With beneficial
interest
As trustee or associated
person of registered
holder
Total number of
ordinary shares 31
March 2017
Unlisted
options to acquire
ordinary share
Richard Christie 38,334 - 38,334 150,000
Bruce Harker - 143,782 143,782 150,000
Peter Britnell 24,545 - 24,545 150,000
Alex Knowles 3,797,808 - 3,797,808 150,000
Glenn Milnes 505,806 26,000 531,806 900,000
Frederick Lax - - - 150,000
Leon Toorenburg - 1,529,539 1,529,539 220,000
Total 4,366,493 1,699,321 6,065,814 1,870,000

Spread of security holders

Security holders as at 16 June 2017

Size of shareholding Number of holders % of holders Total shares held % of shares
1-1,000 36 5.88% 29,075 0.05%
1,001-5,000 189 30.88% 600,758 0.93%
5,001-10,000 135 22.06% 1,130,829 1.76%
10,001-50,000 161 26.31% 3,671,639 5.71%
50,001-100,000 29 4.74% 2,096,841 3.26%
Greater than 100,000 62 10.13% 56,741,768 88.29%
Total 612 100.00% 64,270,910 100.00%

24

Twenty largest shareholders

Analysis of shareholding on a disaggregated basis as at 16 June 2017:

Shareholder rank and name Shareholder rank and name Holding % total shares
on issue
1. National Nominees New Zealand Limited 6,128,402 9.54%
2. Forsyth Barr Custodians Limited 5,897,391 9.18%
3. Forsyth Barr Custodians Limited 4,332,284 6.74%
4. Alex Knowles 3,797,808 5.91%
5. NZVIF Investments Limited 3,535,029 5.50%
6. Accident CompensationCorporation 3,185,000 4.96%
7. HSBC Nominees(New Zealand)Limited 2,927,196 4.55%
8. Hector Rex Nicholls & Kerry Leigh Prendergast 2,657,812 4.14%
9. NicolaJane Wilson & DavidJonathan Wilson 2,545,565 3.96%
10. Leveraged Equities Finance Limited 2,001,639 3.11%
11. FNZ Custodians Limited 1,876,050 2.92%
12. Leon Mathieu Lammers Van Toorenburg & Fanny Emmanuelle
Lammers Van Toorenburg
1,529,539 2.38%
13. Dongwen Xiong 954,562 1.49%
14. 48 Investments Limited 907,343 1.41%
15. Nikau Nominees Limited 739,000 1.15%
16. Watt Land CompanyLimited 694,930 1.08%
17. Jarden Custodians Limited 654,545 1.02%
18. Susan Iorns 611,888 0.95%
19. Custodial Services Limited 609,423 0.95%
20. 4 Eyes Limited 602,228 0.94%
Total 46,187,634 71.88%

Substantial product holders

According to notices given under the Securities Markets Act 1988 and the Financial Markets Conduct Act 2013 as at 31 March 2017, the following were substantial product holders in respect of the 64,270,910 ordinary shares of the Company on issue as at 31 March 2017 (being the Company’s only class of quoted voting securities):

Name Shareholding % Nature of relevant interest
Alex Knowles 3,797,808 5.91% Registered holder and beneficial owner of financialproducts
Scobie Ward 4,332,284 6.74% Registered holder and beneficial owner of financial products
NZVIF Investments Limited 3,535,029 5.50% Registered holder and beneficial owner of financialproducts
National Nominees Ltd ACF 5,629,499 8.76% Registered holder and beneficial owner of financial products
Australian Ethical
Investment Limited

25

Shareholder Information

Employee Remuneration

No remuneration was paid by the Company. The following table shows the number of current or former employees (excluding employees holding office as Directors of the parent or a subsidiary) who received remuneration and other benefits in excess of $100,000 from the subsidiary companies of the Group during the year ended 31 March 2017:

Band Number of employees
$100,000 to $109,999 5
$110,000 to$119,999 4
$120,000 to $129,999 -
$130,000 to $139,999 1
$140,000 to$149,999 1
$150,000 to $159,999 2
$160,000 to $169,999 -
$170,000 to $179,999 -
$180,000 to$189,999 2
$190,000 to $199,999 -
$200,000 to $209,999 1
$210,000 to$219,999 1
$220,000 to $229,999 -
$230,000 to $239,999 -
$240,000 to$249,999 2
$250,000 to$259,999 -
$260,000 to $269,999 -
$270,000 to $279,999 1
$280,000 to$289,999 -
$290,000 to $299,999 -
$300,000 to $309,999 -
$310,000 to$319,999 -
$320,000 to $329,999 -
$330,000 to $339,999 1
$340,000 to $349,999 -
$350,000 to$359,999 -
$360,000 to $ 369,999 -
$370,000 to $ 379,999 -
$380,000 to $ 389,000 1
Total 22

Donations

No member of the Group made any significant donations during the financial year. The Group undertakes regular promotional sponsorship activity through a variety of channels.

26

==> picture [124 x 43] intentionally omitted <==

Financial Statements for year to 31 March 2017

Audit Report.......................... 28 Consolidated statement of profit or loss and other comprehensive income ............ 32 Consolidated statement of changes in equity ............... 33 Consolidated balance sheet ..... 34 Statement of cash flows .......... 35 Notes to the consolidated financial statements ............... 36

Financial Statements

==> picture [77 x 59] intentionally omitted <==

Independent Auditor’s Report To the shareholders of ikeGPS Group Limited

The consolidated financial statements comprise:

  • the balance sheet as at 31 March 2017;

  • the statement of profit or loss and other comprehensive income for the year then ended;

  • the statement of changes in equity for the year then ended;

  • the statement of cash flows for the year then ended; and

  • the notes to the financial statements, which include a summary of significant accounting policies.

Our opinion

In our opinion, the consolidated financial statements of ikeGPS Group Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 31 March 2017, its financial performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code) , and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of assurance services relating to the Company’s research and development grant and tax compliance services in respect to annual income tax returns. The provision of these other services has not impaired our independence as auditor of the Group.

Material uncertainty related to going concern

We draw attention to note 2a) in the financial statements, which indicates that the Group incurred a net loss of $10,727k for the year ended 31 March 2017 and had an operating cash outflow of $9,021k, and a further investing outflow of $1,035k relating to capitalised internal development. The cash balance at 31 March 2017 was $2,730k. If the Group is unable to achieve forecast cash flows it may not have sufficient cash reserves to meet obligations as they fall due. As stated in note 2a), these conditions, along with other matters as set forth in note 2a), indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

28

==> picture [77 x 59] intentionally omitted <==

Our audit approach

Overview

==> picture [82 x 134] intentionally omitted <==

An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement.

Overall group materiality: $522,900, which represents 5% of loss before tax.

We chose loss before tax as the benchmark because, in our view, it is the benchmark against which the performance of the Group is currently measured by users, and is a generally accepted benchmark.

Our key audit matter is the initial recognition and valuation of development assets.

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group materiality for the consolidated financial statements as a whole as set out above. These, together with qualitative considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and in aggregate, on the consolidated financial statements as a whole.

Audit scope

We designed our audit by assessing the risks of material misstatement in the consolidated financial statements and our application of materiality. As in all of our audits, we also addressed the risk of management override of internal controls including among other matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the consolidated financial statements as a whole, taking into account the structure of the Group, the accounting processes and controls, and the industry in which the Group operates.

The consolidated financial statements are a consolidation of the Company and two subsidiaries, one based in New Zealand and one in the United States of America. The Company and both subsidiaries share one centralised group finance function. We scoped our audit on a group financial statement line item basis and completed audit work on group balances at the materiality level for the Group. All audit procedures were conducted by the Group audit team.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current year. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matters described below to be the key audit matters to be communicated in our report. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

29

Financial Statements

==> picture [77 x 59] intentionally omitted <==

Key audit matters

Initial recognition and valuation of development assets

The Group has $4.0m of development assets related to the internal development of hardware and software products. In the financial year ended 31 March 2017, $1.0m of development costs were capitalised.

In capitalising development costs management, in accordance with the requirements of the accounting standard, assess if the development will generate future probable economic benefit. Additionally, the carrying value of development assets is supported by the assessed future cash generating potential of those products.

Development assets are initially carried at cost. To determine that the carrying value of the developed assets was reasonable, the Directors assessed whether any impairment indicators existed for each major development asset by considering, among other factors, sales achieved to date and the overall operating and cash performance of the entity. Indicators of impairment were identified and the Group performed an impairment test of the development assets on a value in use basis. This assessment requires judgment when forecasting future sales and the related cash flows, including considering the difficulties in achieving current year budgeted sales levels for the ike4 and Spike products.

The initial recognition of development assets, and subsequent impairment assessments, were key audit matters due to the significant judgments involved in assessing whether forecast future cash flows would be achieved to support the conclusion on whether it is probable that future economic benefit will be generated. The existence of uncertainties in the achievement of forecast future cash flows may impact the value in use calculations and therefore also needs to be considered when initially recognising development assets, and subsequently testing for impairment.

Based on management’s assessment, no impairment was recognised.

Refer to notes 2b), 2c) and 14 in the financial statements for disclosures on development assets.

How our audit addressed the key audit matter

We obtained an understanding and evaluated the Group’s processes and controls relating to the capitalisation of development costs and the assessment of impairment indicators of development assets.

We completed the following audit procedures to assess the reasonableness of the capitalisation and impairment assessment:

  • We obtained management’s assessment as to whether the recognition of development assets complied with the requirements of the accounting standard, specifically on whether it is probable that the assets will generate future economic benefits. We have corroborated this assessment through discussions with members of the sales and development teams, and considered sales forecasts as detailed below.

  • We obtained management’s impairment test and assessed the level at which the recoverable amount was being determined by management.

  • We assessed the mathematical accuracy of the model used by management to assess impairment and used an internal valuation expert to challenge and assess the appropriateness of the impairment model.

  • We assessed the reasonableness of the assumptions over forecast sales within the 31 March 2018 Board approved budget and the remaining five year forecast period, related costs and resulting cash flows to support both the initial recognition and impairment assessment. Our assessment included comparing previous forecasts to actual results, those approved in the 31 March 2018 budget, and other relevant supporting documentation such as sales pipelines to evidence the feasibility of the forecasts and to assess the reliability of historical forecasting.

  • To consider forecasting risk we performed sensitivity analysis over the forecasted sales volumes, discount rate, and expenses. Under certain circumstances, specifically reduced sales performance, impairment may result.

Whilst recognising that the initial recognition of development assets and subsequent assessment of impairment are inherently judgemental, we did not identify any factors that indicated that management’s conclusions were not supportable. However, note that as disclosed in the financial statements, notes 2b and 2c) significant judgment has been exercised and the assessment is sensitive to changes in key assumptions, specifically revenue growth rates.

30

==> picture [77 x 59] intentionally omitted <==

Information other than the financial statements and auditor’s report

The Directors are responsible for the annual report. Our opinion on the consolidated financial statements does not cover the other information included in the annual report and we do not, and will not, express any form of assurance conclusion on other information. At the time of our audit, there was no other information available to us.

In connection with our audit of the consolidated financial statements, if other information is included in the annual report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we obtained prior to the date of our auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact.

Responsibilities of the Directors for the consolidated financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements, as a whole, are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs NZ and ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s website at: https://xrb.govt.nz/Site/Auditing_Assurance_Standards/Current_Standards/Page1.aspx This description forms part of our auditor’s report.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might state those matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Kevin Brown.

For and on behalf of:

==> picture [168 x 38] intentionally omitted <==

Chartered Accountants 30 May 2017

Wellington

31

Financial Statements

Consolidated statement of profit or loss and other comprehensive income


omprehensive income
Year ended 31 March
Group
2017 2016
Continuing operations $'000's $'000's
Operatingrevenue 5(a) 5,655 8,574
Cost of sales (3,397) (4,072)
Grossprofit 2,258 4,502
Other income 5(a) 185 640
Operations cost 5(b) (860) (372)
Sales and marketingexpenses 5(b) (3,229) (5,010)
Research and engineeringexpenses 5(b) (4,867) (4,926)
Corporate costs 5(b) (4,139) (4,318)
Foreign exchange(losses)/gains (135) 280
Expenses (13,230) (14,346)
Operating loss (10,787) (9,204)
Net finance income 69 361
Net loss before income tax (10,718) (8,843)
Income tax(expense)/credit 11 (9) 7
Loss attributable to owners of ikeGPS Group (10,727) (8,836)
Other comprehensive loss
Items that maysubsequentlybe recognised throughprofit or loss
Exchange differences on translation of foreign operations 98 (373)
Comprehensive loss (10,629) (9,209)
Basic loss per share 20 $ (0.18) $ (0.18)
Diluted loss per share 20 $ (0.18) $ (0.18)

The notes on pages 36 to 58 are an integral part of these consolidated financial statements.

32

Consolidated statement of changes in equity

Foreign
Share based currency
Share Accumulated payment translation
capital losses reserve reserve Total
$'000's $'000's $'000's $'000's $'000's
Openingbalance at 1 April 2015 37,133 (15,200) 166 23 22,122
Loss for theyear - (8,836) - - (8,836)
Currencytranslation differences - - - (373) (373)
Total comprehensive(loss) - (8,836) - (373) (9,209)
Issue of ordinaryshares 900 - - - 900
GE share buy-back (714) - - - (714)
Recognition of vestingof share-based options - - 142 - 142
Share basedpayment reserve movement 33 - (33) - -
Total transactions with owners 219 - 109 - 328
Balance at 31 March 2016 37,352 (24,036) 275 (350) 13,241
Share based Foreign
Share Accumulated payment currency
capital losses reserve translation Total
$'000's $'000's $'000's $'000's $'000's
Openingbalance at 1 April 2016 37,352 (24,036) 275 (350) 13,241
Loss for theyear - (10,727) - - (10,727)
Currencytranslation differences - - - 98 98
Total comprehensive income/(loss) - (10,727) - 98 (10,629)
Issue of ordinaryshares 7,758 - - - 7,758
Recognition of vestingof share-based options - - 266 - 266
Share basedpayment reserve movement 142 - (142) - -
Total transactions with owners 7,900 - 124 - 8,024
Balance at 31 March 2017 45,252 (34,763) 399 (252) 10,636

The notes on pages 36 to 58 are an integral part of these consolidated financial statements.

33

Financial Statements

Consolidated balance sheet

Year ended 31 March Year ended 31 March
Group
2017 2016
ASSETS $'000's $'000's
Current assets
Cash and cash equivalents 6 2,730 5,292
Trade and other receivables 8 986 1,931
Prepayments 598 303
Inventory 7 2,513 949
Total current assets 6,827 8,475
Non-current assets
Property, plant and equipment 13 1,370 1,539
Intangible assets 14 4,048 4,545
Deferred tax asset 11 19 28
Total non-current assets 5,437 6,112
Total assets 12,264 14,587
LIABILITIES
Current liabilities
Trade and otherpayables 9 1,250 1,048
Employee entitlements 228 208
Deferred revenue 150 90
Total current liabilities 1,628 1,346
Total liabilities 1,628 1,346
Total net assets 10,636 13,241
EQUITY
Share capital 12 45,252 37,352
Share basedpayment reserve 21 399 275
Accumulated losses (34,763) (24,036)
Foreign currencytranslation reserve (252) (350)
Total equity 10,636 13,241

==> picture [130 x 66] intentionally omitted <==

Director Date: 30[th] May 2017

==> picture [141 x 41] intentionally omitted <==

Director Date: 30[th] May 2017

The notes on pages 36 to 58 are an integral part of these consolidated financial statements.

34

Consolidated statement of cash flows

Year ended 31 March Year ended 31 March
Group
2017 2016
$'000's $'000's
Cash flows from operating activities
Cash receipts from customers 6,846 7,453
Cashpaid to suppliers and employees (15,851) (17,284)
Interestpaid (16) (19)
Net cash used in operating activities 19 (9,021) (9,850)
Cash flows from investing activities
Purchases ofproperty,plant and equipment (271) (1,258)
Additions to intangible assets (1,035) (2,112)
Interest received 85 468
Net cash used in investing activities (1,221) (2,902)
Cash flows from financing activities
Proceeds from issuance of shares on listing 7,758 900
Net cash from financing activities 7,758 900
Net(decrease) in cash and cash equivalents (2,484) (11,852)
Cash and cash equivalents at beginningofyear 5,292 17,256
Effect of exchange rate fluctuations on cash held (78) (112)
Cash and cash equivalents 2,730 5,292

The notes on pages 36 to 58 are an integral part of these consolidated financial statements.

35

Financial Statements

Notes to the consolidated financial statements

1. Reporting Entity

ike GPS Limited (the “Company”) is a limited liability company domiciled and incorporated in New Zealand, registered under the Companies Act 1993 and listed on the New Zealand Stock Exchange (“NZX”) and Australian Stock Exchange (“ASX”). The Company is an FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013. The financial statements for the period ended 31 March 2017 comprise the Company and its subsidiaries (together referred to as the “Group”) which include ikeGPS Limited and ikeGPS Inc.

The principal activity of the Group is that of design, marketing and sale of integrated GPS data capture devices and related software.

The financial statements were authorised for issue by the Directors on 30 May 2017.

2. Basis of preparation

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

The consolidated financial statements have been prepared in accordance with the requirements of the Companies Act 1993 and Financial Reporting Act 2013.

The consolidated financial statements of the Group have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”). The Group is a for-profit entity for the purposes of complying with NZ GAAP. The consolidated financial statements comply with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”), other New Zealand accounting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The consolidated financial statements comply with International Financial Reporting Standards (IFRS).

Basis of measurement

The financial statements have been prepared on the historical cost basis with the exception of certain financial instruments which are measured in accordance with the specific relevant accounting policy.

Critical estimates and judgments

The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.

a) Going concern

These financial statements have been prepared based on the Group being a going concern, which assumes the Group has the ability and intention to continue operations for a period of at least 12 months from the date of the financial statements. The following conditions indicate the existence of a material uncertainty that may cast significant doubt on the validity of this assumption.

The Group had cash outflows of $9,021,000 (2016: $9,850,000) relating to operations, and $1,035,000 (2016 : $2,112,000) relating to capitalised internal development for the twelve months ended 31 March 2017. The cash balance at 31 March 2017 was $2,730,000. If this level of cash usage continued the Group would not be able to fund its operations without the need to raise additional capital or alternative funding.

36

Notes to the consolidated financial statements

2. Basis of preparation (continued)

The Directors have approved a base business plan for FY18 that includes the continued prudent management of costs while focusing effort on realizing the significant sales opportunities for the entity’s products.

The plan takes into consideration:

  • an expectation of increased sales of its IKE4 and Spike products

  • increased subscription revenue associated with IKE4 and Spike

  • a material reduction in the level of development related costs

  • a material reduction in inventories reflecting increased alignment between sales and procurement practices

  • the ability of the Group to manage its growth activities and associated costs. The Group is able to readily manage headcount levels downward. For example it has already reduced headcount to 50 employees at month-end March 2017, from 56 employees at the same time previous year.

Stress testing has been performed on the FY18 plan, reducing expected revenue by 28% and making additional operating expense reductions of $950,000. The cumulative impact being that the Group remains a going concern, albeit with reduced available cash funds.

The Group recently completed a “dual-listing” on the ASX. The dual listing provides the Company with the potential option to pursue capital raise opportunities from a wider market. The Directors believe that additional capital could potentially be raised should circumstances necessitate, such as in the situation where sales are significantly less than budget and if in the same situation that costs are not reduced quickly enough, or should higher levels of growth require higher levels of working capital.

On this basis, the Directors believe that the Group has sufficient funding to continue operations for at least the next 12 months from the date of authorizing the financial statements, and hence consider the use of the going concern basis appropriate.

The Group’s ability to improve its financial capacity and cash flow generated from its operations cannot be assured.

These consolidated financial statements do not reflect adjustments in the carrying values of the assets and liabilities, the reported revenues and expenses, and the balance sheet classifications used, that would be necessary if the Group were unable to realize its assets and settle its liabilities in the normal course of operations. Such adjustments could be material.

b) Impairment

The carrying amounts of the Group’s assets were reviewed to determine whether there is any indication of impairment. The Directors concluded the Group’s operating losses as an indicator of impairment, requiring an estimate of the Cash Generating Unit’s (CGU) recoverable amount.

The CGU was determined to be the Group’s intangible assets and property, plant & equipment as a whole, on the basis that the business is not of sufficient scale to independently assess assets and related cashflows at a lower level. The useful life of the CGU was determined to be 6 years, reflecting the remaining amortization period of the intangibles core technology platform. Base revenue was as per the business plan for FY18, with a compound growth rate over the full forecast period of 26%. An estimate of the cashflows required to develop, market and sell the Group’s products was based on the business plan for FY18 and 3% expense inflation rate assumed for the remaining five year forecast period. Costs associated with corporate activities which did not directly or indirectly support the assets, such as the costs associated with managing the Company’s listed status, were excluded from the cashflows. A pre-tax discount rate of 12% was used to establish the net present value.

37

Financial Statements

Notes to the consolidated financial statements

2. Basis of preparation (continued)

Sensitivity analysis was performed on all key assumptions. The value in use assessment is sensitive to changes in each of these assumptions. A likely material impairment would need to be considered if any key assumption did not meet, substantially meet, or exceed that calculated, and if the Company was unable to commensurately reduce its cost base. The most sensitive assumption is that of changes to the base FY18 budget since this is the period of highest growth and any changes compound over the remaining forecast period.

The Directors have determined that no impairment is required as the CGU continues to have a useful life and that the current carrying value of the CGU does not exceed its value in use.

c) Intangible assets

Information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in the financial statements are the measurement and impairment of intangible assets.

In particular:

  • Capitalised development of the core technology platform is amortised over 10 years.

  • Capitalised development of the ike & Spike applications and features including mobile and web developments are amortised over 2-5 years.

  • Capitalised development of the Stanley Black and Decker – Smart Measure Pro is amortised over 2-3 years.

  • Patents are amortised up to a period of 10 years.

The Directors judgment is about the economic life of the development assets based on the fact these intangible assets provide the core technology for all current and future product development and therefore have a life which goes beyond the life of any one product. The core product platform has been developed over a period of 10 years and is considered to have at least 6 years of life remaining. The Spike product platform has at least 2.5 years of life remaining.

Annually the Directors are required to assess the appropriateness of the assets amortisation period. For the current year the Directors have assessed that the amortisation period is appropriate.

The pattern of benefits received from the capitalised development may ultimately differ from the Directors' initial judgment due to risk of obsolescence or other future factors affecting the assets useful life. The table below summarises the impact that a reduction in the amortisation period of the core technology platform would have.

==> picture [134 x 86] intentionally omitted <==

38

Notes to the consolidated financial statements

2. Basis of preparation (continued)

In addition to the above, the Group makes judgments about the amount of costs to capitalise as part of the development asset. The Group’s intangible asset capitalization policy is used to assist in making these judgments. The Group capitalises direct labour costs into its development asset. The costs applied are based on judgment as to the nature of work employees performed, and the amount of time spent on the task. This is assessed each month jointly by engineering management and the CFO.

3. Significant accounting policies

Basis of consolidation

Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

Transactions eliminated on consolidation

Intra-Group transactions, balances, and any unrealised gains arising from intra-Group transactions, are eliminated in preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

Foreign currency translation

a) Functional and presentation currenc y

Items included in the financial statements of each the Group’s subsidiaries are measured using the currency of the primary economic environment in which the entity operates ("the functional currency"). The functional currency of the Company is NZ dollars. The functional currency of the Group's USA subsidiary is US dollars. These financial statements are presented in NZ dollars, which is the Group's presentation currency.

b) Transactions and balances

Foreign currency transactions are initially translated to functional currencies at the rates of exchange prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

c) Group companies

The results and financial position of the US subsidiary are translated into the presentation currency as follows:

  • i) assets and liabilities are translated at the closing rate at the date of the balance sheet; ii) income and expenses are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and

  • iii) all resulting exchange differences are recognised in other comprehensive income.

When a foreign operation is sold, such exchange differences are reclassified to profit or loss in the consolidated statement of profit or loss and other comprehensive income.

39

Financial Statements

Notes to the consolidated financial statements

  1. Significant accounting policies (continued).

Goods and Services Tax

All amounts are shown exclusive of Goods and Services Tax (GST) and other indirect taxes except for trade receivables and trade payables that are stated inclusive of GST.

Financial instruments

A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument. Regular purchases and sales of financial assets are accounted for at trade date, i.e., the date that the Group commits itself to purchase or sell the asset. Financial assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group transfers the financial asset to another party without retaining control or substantially all risks and rewards of the asset. Financial liabilities are derecognised if the Group’s obligations specified in the contract expire or are discharged or cancelled.

Non-derivative financial instruments

Non-derivative financial instruments comprise loans and receivables, including trade and other receivables, cash and cash equivalents and trade and other payables.

Non-derivative financial instruments are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition non-derivative financial instruments are measured at amortised cost using the effective interest method.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits.

Trade and other receivables

Trade and other receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Group provides money, goods and services directly to a debtor with no intention of selling the receivable. They are included in current assets, except for those with maturities greater than twelve months after the end of the reporting period which are classified as non-current assets.

Trade and other payables

Trade and other payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not they are presented as non-current liabilities.

Property, plant and equipment

Recognition and measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses.

Cost includes expenditures that are directly attributable to the acquisition of the asset.

Depreciation

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment.

40

Notes to the consolidated financial statements

3. Significant accounting policies (continued)

Depreciation methods, useful lives and residual values are reviewed and adjusted, if appropriate, at each reporting date.

Development equipment 14.0% - 33.0% Office furniture and equipment 13.0% - 48.0% Plant and equipment 14.0% - 33.0% Leasehold improvements 9.5% - 33.0%

Gain and losses on disposals are determined by comparing proceeds with the carrying amount. These are included in profit or loss.

Intangible assets

Research and development

All research costs are recognised as an expense when they are incurred.

Capitalised development costs

The Group capitalises employee and consultants costs directly related to software development. The Group regularly reviews (at least annually) the carrying value of capitalised development costs to ensure they are not impaired. The development costs for all products are amortised over periods up to 10 years (core platform 10 years and subsequent development between 2-5 years), to reflect the expected useful life of the assets.

Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the Group are recognised as intangible assets when the following criteria are met:

  • it is technically feasible to complete the software product so that it will be available for use;

  • management intends to complete the software product and use or sell it;

  • there is an ability to use or sell the software product;

  • it can be demonstrated how the software product will generate probable future economic benefits;

  • adequate technical, financial and other resources to complete the development and to use or sell the software product are available; and

  • the expenditure attributable to the software product during its development can be reliably measured.

Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

Patents

Patents developed by the Group, have finite useful lives, and are measured at cost less accumulated amortisation and accumulated impairment losses. Amortisation is charged on a straight line basis over their remaining estimated useful lives of 0.5 years.

Leased assets

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the term of the lease.

41

Financial Statements

Notes to the consolidated financial statements

3. Significant accounting policies (continued)

Inventory

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is based on a weighted average cost, and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. Cost comprises direct materials, direct labour and production overhead. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Government grants

Government grants are assistance by the Government in the form of transfers of resources to the Group in return for past or future compliance with certain conditions relating to the operating activities of the Group. Government grants include Government assistance where there are no conditions specifically relating to the operating activities of the Group other than the requirement to operate in certain regions or industry sectors.

When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods necessary to match the grant to the costs that it is intended to compensate.

Government grants are recognised at their fair value where there is reasonable assurance that the grants will be received and all attaching conditions will be complied with.

Impairment of non-financial assets

The carrying amounts of the Group’s assets are reviewed at each balance date to determine whether there is any indication of impairment or objective evidence of impairment. If any such indication exists, the assets recoverable amount is estimated. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments for the time value of money and the risks specific to the asset for which estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash generating unit) is reduced to its recoverable amount. An impairment loss is recognised in profit or loss immediately. Where an impairment loss subsequently reverses, the carrying amount of the asset (cash generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash generating unit) in prior years. A reversal of an impairment loss is recognised in profit or loss immediately.

Impairment of financial assets

Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation, and where observable data indicates that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.

Employee benefits

Liabilities for wages and salaries, including non-monetary benefits and accumulating sick leave that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled.

The liabilities are presented as current employee benefit obligations in the consolidated balance sheet.

42

Notes to the consolidated financial statements

3. Significant accounting policies (continued)

The Group recognises a liability and an expense for bonuses where contractually obliged or where there is a past practice that has created a constructive obligation.

Share-based payment

The Group operates an employee option scheme (equity-settled) under which employees receive the option to acquire shares at a predetermined exercise price. The options are measured at fair value at grant date using the Black Scholes model with the fair value recognised as an employee benefit expense in profit or loss with a corresponding increase in equity. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each period, the Group revises its estimate of the number of options that are expected to vest based on the service conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss with a corresponding adjustment to equity.

Revenue

The Group derives its revenue from the sale of product and related maintenance services, and subscription revenue. Revenue is measured at the fair value of the consideration received or receivable, and represents amounts receivable for goods or services supplied, stated net of discounts, returns and goods and services tax.

  • a) Sale of product

Revenue from the sale of product is derived from the sale of the Group’s photogrammic laser measurement devices, associated software, accessories and warranty support. Revenue is recognised when the products are shipped and significant risks and rewards of ownership have been transferred to the buyer, and recovery of the consideration is probable. Warranty support revenue is recognised in the period the warranty service is provided i.e. evenly over the warranty period. The sale of product often includes other deliverables such as the provision of warranty support and associated software maintenance and upgrade. Warranty support in excess of the standard sales warranty provided under various consumer legislation is recognised as a separate component of revenue as detailed below. Software provided that is essential to the functioning of the hardware is deemed integral to the hardware sale and is not recognised separately.

Revenue relating to services to maintain and upgrade software over the life of the product is recognised at time of product sale due to the immaterial/insignificant cost of delivering these services.

  • b) Subscription revenue

Subscription revenue comprises the recurring monthly fees from customers who subscribe to the Group’s software services. Revenue is recognised as the services are provided to the customers. Consideration received in advance (of the service being provided), is recognised in the balance sheet as deferred revenue.

  • c) Other operating revenue

Other operating revenue includes contract revenue from the provision of professional services in relation to project delivery and product development. Revenue is recognised in the accounting period in which service is provided.

Consideration received prior to the service being provided is recognised in the balance sheet as deferred revenue.

43

Financial Statements

Notes to the consolidated financial statements

3. Significant accounting policies (continued)

Revenue associated with the rendering of services is recognised when all the following conditions have been satisfied:

  • the amount of revenue can be measured reliably;

  • it is probable that the economic benefits associated with the transaction will flow to the Group;

  • the stage of completion of the transaction at the end of the reporting period can be measured reliably; and

  • the costs incurred for the transaction and the costs to complete the transaction can be measured reliably.

Finance income and expenses

Interest income is recognised as it accrues, using the effective interest method. Finance expenses comprise interest expense on borrowings, recognized using the effective interest method.

Current and deferred income tax

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

Earnings per share

The Group presents earnings per share (“EPS”) data for its ordinary shares.

Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the year.

Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares on issue for the effects of all dilutive potential ordinary shares, which comprise share options granted to employees and convertible preference shares.

Other reserves

Share-based payments reserve:

The share-based payments reserve is used to recognise the grant date fair value of options issued to employees but not exercised.

44

Notes to the consolidated financial statements

  1. Significant accounting policies (continued)

Foreign currency translation reserve:

Exchange differences arising on translation of the foreign controlled entity are recognised in other comprehensive income as described in the foreign currency translation accounting policy and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit or loss when the net investment is disposed of.

Changes in accounting policy and disclosures

New and amended standards adopted by the Group

There are no new standards, amendments and interpretations which are effective for the financial year beginning on 1 April 2016 that are material to the Group.

New standards and interpretations not yet adopted

A number of new standards and amendments to standards and interpretations have been issued, but are not yet effective. These standards have not been applied in preparing these consolidated financial statements. None of these are expected to have a significant effect on the consolidated financial statements of the Group, except the following:

NZ IFRS 15, 'Revenue from contracts with customers' deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. Revenue is recognised when a customer obtains control of a good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces NZ IAS 18 'Revenue' and NZ IAS 11 'Construction contracts' and related interpretations. The standard is effective for annual periods beginning on or after 1 January 2018 and earlier application is permitted. The Group intends to adopt NZ IFRS 15 on its effective date and intends to take a structured approach in assessing the impact of the change. Particularly reviewing types of contracts, contract duration, timing of transfer of goods and services and recognition of cloud based revenue. The Group does not expect it will require significant changes to existing systems and processes to comply with NZ IFRS 15. However the detailed impacts are still being assessed.

NZ IFRS 16, ‘Leases’, replaces the current guidance in NZ IAS 17. Under NZ IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Under NZ IAS 17, a lessee was required to make a distinction between a finance lease (on balance sheet) and an operating lease (off balance sheet). NZ IFRS 16 now requires a lessee to recognise a lease liability reflecting future lease payments and a ‘right-of-use asset’ for virtually all lease contracts. Included is an optional exemption for certain short-term leases and leases of low-value assets; however, this exemption can only be applied by lessees. The standard is effective for accounting periods beginning on or after 1 January 2019. Early adoption is permitted but only in conjunction with NZ IFRS 15, ‘Revenue from Contracts with Customers’.

The Group intends to adopt NZ IFRS 16 on its effective date. The Group’s lease commitments are substantially real estate / property related and hence expect the adoption to NZ IFRS 16 to be straight forward with minimum changes to existing systems and processes. However, detailed assessment of the impact of the standard has yet to occur.

45

Financial Statements

Notes to the consolidated financial statements

4. Operating segments

The CEO and Senior Management team are the Group’s operating decision makers. Previously the Group was considered as a single operating segment for purposes of decision making and reporting. During FY17 the Group’s selling activities were focused and organized into two segments namely utilities and new business. New business includes Signage, Architecture Engineering and Construction (AEC) and Geospatial.

The segment reporting format reflects the Group’s management and internal reporting structure. “Contribution” represents gross profit after allocating cost of goods sold and selling expenses. Reporting of overheads and balance sheet position is not undertaken at a level lower than the Group as a whole. Geographically, revenue is substantially generated in the United States.

New
Utility Business Group
$'000's $'000's $'000's
Operating revenue 2,445 3,210 5,655
Contribution (124) (510) (634)
Net attributable (other corporate income and expenses) (10,083)
Net loss before tax (10,718)

Comparative data for the prior year is not presented as this information is not readily available.

5. Revenue and expenses

(a) Revenue

Sale ofproduct Group
2017
2016
$'000's
$'000's
5,487
8,295
Contracted services 168
279
Operatingrevenue 5,655
8,574
Governmentgrants 185
640
Total revenue and other income 5,840
9,214

Government grants are in relation to cost subsidies from Callaghan Innovation for research and development. Under the conditions of the Callaghan Innovation grant the Group is required to submit a report from an independent auditor on the eligibility of the costs claimed. This report is outstanding at balance date but does not represent a significant unfulfilled condition.

Revenue from one customer of $1,923,000 represented more than 10% of revenue (2016: $2,825,000). This is included under “New Business” segment in note 4 (Operating segments)

.

(b) Operating expenses

Operating expenses comprises of operations costs, sales and marketing expenses, engineering and research expenses and corporate costs.

46

Notes to the consolidated financial statements

5. Revenue and expenses (continued)

evenue and expenses (continued)
Group
2017 2016
$'000's $'000's
Audit of financial statements
Audit and review of financial statements1. 112
297
Other services
Regulatory audit work2. -
2
Other assurance services3. 6
6
Tax compliance services4. 16
27
Total other services 22
35
Total feespaid to auditor 134
332
Amortisation of development asset 1,502
853
Amortisation ofpatents and software 30
30
Amortisation of trademark -
181
Depreciation 440
242
Total amortisation and depreciation5. 1,972
1,306
Employee benefit expense 8,032
8,247
External contractors and consultants 286
3,135
Employee benefit expense capitalised6. (1,035) (2,112)
Operatinglease expenses 437
299
Direct selling and marketing7. 3,229
2,107
Other operating expenses 40
1,312
Total operating expenses 13,095
14,626

Notes

  1. The audit fee includes the fees for the annual audit of the financial statements and the review of the interim financial statements (2016 : $297,000). In 2016 the fee included procedures to audit the 2015 and 2016 financial statements in accordance with US auditing requirements.

  2. Regulatory audit work consists of the audit of the Company’s share registry.

  3. Other assurance services comprise reporting on grant application requirement.

  4. Tax compliance services relates to assistance to review and file the Group’s tax return.

  5. Amortisation and depreciation expenses are included in engineering and research expenses.

  6. Relates to employee benefit expense, external contractors and consultants expenses that are directly attributable to the development of intangible assets and have been capitalised.

  7. Direct selling and marketing expenses includes expenses incurred mainly in relation to promotional activities which include travel and other direct marketing expenses.

6. Cash and cash equivalents

2017 2016
$'000's $'000's
Cash at bank (270) 292
Call/term deposits 3,000 5000
Total 2,730 5,292

Total of $5,000,000 term deposits with varying maturity dates were held with BNZ during FY 2017. The last one for $3,000,000 matured on 18 April 2017. An overdraft facility of $250,000 with BNZ is in place. This facility was temporarily increased to $750,000 until 18 April 2017 against the security of the term deposit. BNZ has perfected security interest in all present and after acquired property of ikeGPS Limited.

47

Financial Statements

Notes to the consolidated financial statements

7. Inventory

entory
2017 2016
$'000's $'000's
Finishedgoods 354 146
Components 2,159 803
Total inventory 2,513 949

Included in cost of sales is $3,315,000 (2016: $3,817,000) relating to the amount of inventory recognised as an expense in the year.

8. Trade and other receivables

ade and other receivables
Group
2017 2016
$'000's $'000's
Trade receivables 918 1,628
Other receivables 68 303
Total trade and other receivables 986 1,931

The Group has $246,858 past due but not impaired trade receivables at balance sheet (2016: $291,583)

60 – 90 days 90 days + Total Past due
$73,972 $172,886 $246,858

Other receivables include;

  • a) Government grant claim with NZTE for $42,380 (2016: $228,401);

  • b) GST tax refund of $16,767 (2016: $59,767);

  • c) Interest receivable $9,273 (2016: 14,523).

9. Trade and other payables

Group Group
2017 2016
$'000's $'000's
Tradepayables 1,051 803
Accrued expenses 199 245
Total trade and otherpayables 1,250 1,048

10. Subsidiaries

Name of entity Country of
incorporation
Principal activity Investment
2017 2016
$'000's $'000's
ikeGPS Limited New Zealand Product development and business operations 1,000 1,000
ikeGPS Inc. USA Business operations 1,000 1,000
2,000 2,000

ikeGPS Limited and ikeGPS Inc. are 100% (2016: 100%) owned by the Company.

All subsidiaries have 31 March balance dates.

48

Notes to the consolidated financial statements

11. Current and deferred tax

The Group’s tax expense/ (benefit) comprises:

Group
2017 2016
$'000's $'000's
Current tax - -
Deferred tax 9 (7)
Income tax expense /(benefit) 9 (7)

Prima facie income tax expense on pre-tax accounting loss from operations reconciles to the accounting loss from operations and reconciles to the income tax expense/(benefit) in the financial statements as follows:

Group
2017 2016
$'000's $'000's
Net loss before income tax (10,718) (8,843)
Prima facie income tax credit at 28% (3,001) (2,476)
Non-deductible expenses 124 47
Priorperiod adjustment - (23)
Unrecorded tax losses 2,886 2,445
Income tax(benefit)/expense 9 (7)

The Group has tax-effected unrecognised tax losses of $11,880k (2016: $9,688k), arising from New Zealand operations available for use against future taxable profits subject to meeting the requirements of continuous ownership provision stated in the Income Tax Act 2007.

A tax asset in respect of these losses has not been recognised due to the uncertainty of when the unused tax losses can be utilised.

used tax losses can be utilised.
Group
2017 2016
$'000's $'000's
Openingbalance 28 21
Recognised throughprofit or loss (9) 7
Closing balance 19 28

Deferred tax asset relates to employee entitlements.

49

Financial Statements

Notes to the consolidated financial statements

12. Contributed equity

Share Capital

2017 2016
$'000's $'000's
On Issue at beginningofyear 37,352 37,133
Issued for cash - 900
Unvested shares returned from General Electric Company - (714)
Issued under ESOP 142 33
Issued under shareplacement 5,245 -
Issued under sharepurchaseplan 3,000 -
Less listingcosts offset against issueproceeds (487) -
Total share capital 45,252 37,352
Share Capital on issue
2017 2016
Fully paid total shares at beginningofyear 50,378,506 50,129,669
Ordinaryshares issued on settlement of options 150,000 41,339
New shares offered 13,742,404 1,111,112
Ordinaryshares cancelled after share buy-back - (903,614)
Fully paid ordinary shares 64,270,910 50,378,506

50

Notes to the consolidated financial statements

13. Property, plant and equipment

Cost
Balance at 1 April 2015
Additions
Balance at 31 March 2016
Balance at 1 April 2016
Additions
Balance at 31 March 2017
Depreciation
Balance at 1 April 2015
Depreciation for the year
Balance at 31 March 2016
Balance at 1 April 2016
Depreciation for the year
Balance at 31 March 2017
Carrying amounts
At 31 March 2016
At 31 March 2017
Plant &
equipment
Leasehold
improvements
Office
furniture &
equipment
Development
equipment
Total
$'000's
$'000's
$'000's
$'000's
$'000's
260
28
513
48
849
1,117
-
131
10
1,258
1,377
28
644
58
2,107
1,377
28
644
58
2,107
215
-
56
-
271
1,592
28
700
58
2,378
159
25
106
36
326
68
3
165
6
242
227
28
271
42
568
227
28
271
42
568
283
-
151
6
440
510
28
422
48
1,008
1,150
-
373
16
1,539
1,082
-
278
10
1,370

51

Financial Statements

Notes to the consolidated financial statements

14. Intangible assets

Cost
Balance at 1 April 2015
Additions
Disposal
Balance at 31 March 2016
Balance at 1 April 2016
Additions
Balance at 31 March 2017
Amortisation and impairment losses
Balance at 1 April 2015
Amortisation for the year
Disposal
Balance at 31 March 2016
Balance at 1 April 2016
Amortisation for the year
Balance at 31 March 2017
Carrying amounts
At 31 March 2016
At 31 March 2017
Development
assets
Patents and
software
Trademark
licence
Total
$'000's
$'000's
$'000's
$'000's
4,422
174
1,205
5,801
2,112
-
-
2,112
-
-
(1,205)
(1,205)
6,534
174
-
6,708
6,534
174
-
6,708
1,035
-
-
1,035
7,569
174
-
7,743
1,182
98
309
1,589
853
30
181
1,064
-
-
(490)
(490)
2,035
128
-
2,163
2,035
128
-
2,163
1,502
30
-
1,532
3,537
158
-
3,695
4,499
46
-
4,545
4,032
16
-
4,048

Intangible assets are all recognised within and owned by ikeGPS Group Limited, incorporated in New Zealand.

Development assets

Additions to internally generated development assets for the year relates to the continued development of the platform, features to enhance Spike and ike products including web and mobile applications.

52

Notes to the consolidated financial statements

15. Financial instruments and financial risk management

Financial instruments recognised in the balance sheet include cash balances, trade and other receivables, trade and other payables and employee entitlements.

The following table shows the designation of the Group’s financial instruments:

2017 2016
$'000's $'000's
Financial Financial
liabilities at Total liabilities at Total
Loans and amortised carrying Loans and amortised carrying
receivables cost value receivables cost value
Financial assets
Cash and cash equivalents 2,730 - 2,730 5,292 - 5,292
Trade and other receivables 969 - 969 1,871 - 1,871
Total financial assets 3,699 3,699 7,163 - 7,163
Financial liabilities
Employee entitlements - 228 228 - 208 208
Tradepayables - 1,051 1,051 - 803 803
Accrued expenses - 199 199 - 245 245
Total financial liabilities - 1,478 1,478 - 1,256 1,256

Financial risk factors. The main risks arising from the Group’s financial instruments are credit risk, liquidity risk, foreign currency risk and interest rate risks which arises in the normal course of the Company and Group’s business.

Credit risk

Financial instruments which potentially subject the Group to credit risk principally consist of cash and cash equivalents, and trade and other receivables. All cash and cash equivalents in New Zealand are held with high credit quality counterparties, being trading banks with "AA-" grade or better credit ratings, and “A+ to A++” grade in the USA. The Group does not require collateral or security from its trade receivables. The Group performs credit checks and continuously monitors the credit quality of its larger trade receivables and does not anticipate any non-performance of those customers. There were no impaired trade receivables.

Maximum exposure to credit risk at balance date:

Group
2017 2016
$'000's $'000's
Cash at bank 2,730 5,292
Trade and other receivables 969 1,871
Total 3,699 7,163

53

Financial Statements

Notes to the consolidated financial statements

15. Financial instruments and financial risk management (continued)

Liquidity risk

Liquidity risk is the risk that the Group cannot pay contractual liabilities as they fall due. Group finance monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs. Such forecasting takes into consideration the Group’s forward financing plans and commitments. Based on this the Group believes that it has sufficient liquidity to meet its obligations as they fall due for the next 12 months. The following table sets out the undiscounted cash flows for all financial liabilities of the Group:

2017 2016
$'000's $'000's
Contractual 6 months or No stated Contractual 6 months or No stated
cash flows less maturity cash flows less maturity
Employee entitlements 228 - 228 208 - 208
Tradepayables 1,051 1,051 - 803 803 -
Accrued expenses 199 199 - 245 245 -
Total financial liabilities 1,478 1,250 228 1,256 1,048 208

Foreign currency risk management

The Group is exposed to foreign currency risk on its sales that are denominated in a currency other than the Group’s presentation currency. The foreign currency in which sales transactions are primarily denominated is U.S. dollars (USD). The Group currently does not hedge its exposures arising from its transactions denominated in a foreign currency.

At 31 March 2017, had the local currency strengthened / weakened against the USD by 10% the pretax loss would have been (higher)/lower as follows;

Carrying value
of FX
Impacted +10% -10%
financial
instruments
$'000's $'000's $'000's
Cash and cash equivalents USD 197 (26) 31
Trade and other receivables USD 643 (83) 102
Trade and otherpayables USD 648 79 (108)
Intercompanybalance foreign USD 14,568 1,890 (2,310)

Interest rate risk management

The Group’s interest rate risk arises from its cash balances. The Group currently has no significant exposure to interest rate risk other than in relation to the amount held at the bank. A reasonably expected movement in the prevailing interest rate would not materially affect the Group’s financial statements.

54

Notes to the consolidated financial statements

16. Capital management

The capital structure of the Group consists of equity raised by the issue of ordinary shares in the Company. The Group manages its capital to ensure the entities in the Group are able to continue as a going concern. The Group is not subject to any externally imposed capital requirements.

The Group’s aim is to maintain a sufficient capital base so as to maintain investor and creditor confidence and to sustain future development of the business.

The Group’s strategy in respect of capital management is reviewed regularly by the Board of Directors. There have been no material changes in the Group’s management of capital during the year.

17. Fair value estimation

The fair value of the Group’s financial assets and liabilities does not materially differ from their carrying value due to their short maturities.

The Group has no financial instruments measured at fair value.

18. Commitments

Group
2017 2016
$'000's $'000's
Non-cancellable operatingleases
Less than oneyear 407 435
Between one and fiveyears 263 671
More than fiveyears - -
Total 670 1,106

Operating leases are in relation to rented premises, computers and photocopiers.

The Group advises there are no contingencies.

55

Financial Statements

Notes to the consolidated financial statements

19. Cash used in operations

9.Cash used in operations
Year ended 31 March
Group
2017 2016
$'000's $'000's
Loss for the year (10,727) (8,836)
Less Investment interest received (85) (468)
Non-cash items included in net loss
Depreciation 440
243
Amortisation of intangible assets 1,532
1,064
Deferred tax expense 9
(7)
Share option expense 307
161
Foreign exchange(gains)/losses 135
(280)
2,338
713
Add/(less) movement in working capital items
Decrease/(Increase)trade and other receivables 945
(1,218)
Decrease/(Increase)in inventories (1,564) (122)
Decrease/(Increase)inprepayments (295) (236)
Increase/(Decrease)in trade and otherpayables 202
211
Increase/(Decrease)in deferred revenue 60
(453)
Increase/(Decrease)in employee entitlements 20
91
(632) (1,727)
Net cash used in operating activities (9,021) (9,850)

20. Basic and diluted earnings per share

Total loss for the year attributable to the owners of the parent
Ordinary shares issued (weighted average)
Loss per share
2017
2016
$'000's
$'000's
(10,727)
(8,836)
58,538,899
50,357,352
-$0.18
-$0.18

The potential shares are anti-dilutive in nature. The diluted loss per share is therefore the same as the undiluted EPS at ($0.18) and ($0.18) for the respective periods.

56

Notes to the consolidated financial statements

21. Share based payments

Share options are granted to directors and selected employees. Options outstanding at 31 March 2017 have a contractual life from grant date of between 2.5 and 4.25 years. Options can be exercised at any time after vesting and unexercised options expire if the employee leaves the Group. The Group has no legal or constructive obligation to repurchase or settle the options in cash.

Movements in the number of share options outstanding and their related average exercise prices are as follows:

2017 2016
Average Exercise Average Exercise
Price Options (’000’s) Price Options (’000’s)
At 1 April $1.00 2,435 $0.94 2,875
Granted $0.65 800 $0.77 490
Forfeited $0.90 (570) $0.72 (420)
Exercised $0.01 (150) $0.65 (510)
$0.97 2,515 $1.00 2,435

Out of the 2,515,000 outstanding options (2016: 2,435,000), 1,971,663 (2016: 1,344,004) had vested and were exercisable at 31 March 2017.

Options outstanding

Share options outstanding at the end of the year have the following expiry date and exercise price.

2017 2016
Term Term
Options Number of remaining Number of remaining
Year Granted Expiry date exercise price options (years) options (years)
(’000’s) (’000’s)
2013 31 Dec ‘17 $0.80 25 0.75 25 1.75
2014 31 Dec ‘17 $0.99 - $1.10 1,610 0.75 1,870 1.75
2014 31 Dec ‘17 $0.01 - - 150 1.75
2015 31 Dec ‘17 $0.88 - $1.10 270 0.75 390 1.75
2016 30 Sep ‘18 $0.72 80 1.5 - -
2016 31 Dec ‘18 $0.70 100 1.75 - -
2016 31 Mar ‘19 $0.63 430 2 - -

57

Financial Statements

Notes to the consolidated financial statements

21. Share based payments (continued)

Measurement of fair value

The Company determined the fair value of options issued using the Black Scholes valuation model. The significant inputs to the model were:

The significant inputs to the model were:
2017 2016
Fair value of options issued in the year $0.12, $0.13, $0.15 $0.02, $0.06, $0.61
Weighted average share price $0.64 $0.63
Exercise price $0.63 - $0.72 $0.01, $0.88 - $1.10
Volatility 30% 30%
Dividend yield Nil Nil
Risk free interest rate 2.27% 2.97%

The volatility rate used in the calculation (30%) has been based on the volatility of comparable companies.

22. Related parties

Key management compensation

ey management compensation
Group
2017 2016
$'000's $'000's
Short term benefits to directors and senior management 2,858 2,128
Share option expense; directors and senior management 293 157

Key management are identified as the Chief Executive Officer, Chief Technology Officer, Chief Financial Officer, Chief Marketing Officer, VP Marketing, VP Sales, SVP Utilities, EVP Engineering Operations, Chief Marketing Officer (until Oct 16) and the Directors. In the prior year 6 individuals comprised the key management. This has increased to 8 explaining the increase in compensation.

23. Subsequent events

There were no events subsequent to balance date.

58

Directory

Directory

Directors

Peter John Britnell Richard Gordon Maxwell Christie Bruce Harker Alex Knowles Glenn Milnes Frederick Lax

Bankers

Bank of New Zealand Harbour Quays, Ground Floor, 60 Waterloo Quay, Wellington 6011 Private Bag 39806, Wellington Mail Centre, Lower Hutt 5045

Registered Office

Level One, 42 Adelaide Rd, Mount Cook, Wellington 6021 Phone +64 4 382 8064

Legal Advisors

Chapman Tripp 10 Customhouse Quay PO Box 993 Wellington 6140 Telephone +64 4 499 5999

Auditors

Share Registrar

PricewaterhouseCoopers 113-119 The Terrace Link Market Services Limited PO Box 243 PO Box 91973 Wellington 6140 Auckland 1142 Telephone +64 4 462 7000 Telephone +64 9 375 5998

59

Directory

60

==> picture [40 x 41] intentionally omitted <==

www.ikegps.com