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MACH7 TECHNOLOGIES LIMITED Interim / Quarterly Report 2024

Feb 28, 2024

65285_rns_2024-02-28_651d4d0e-7cc1-45d9-973e-249b5eaefa2a.pdf

Interim / Quarterly Report

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Mach7 Technologies Limited Appendix 4D Half-year report

1. Company details

Name of entity: Mach7 Technologies Limited ABN: 26 007 817 192 Reporting period: For the half-year ended 31 December 2023 Previous period: For the half-year ended 31 December 2022

2. Results for announcement to the market

$
Revenues from ordinary activities down 18.8% to 13,332,313
Loss from ordinary activities after tax attributable to the owners of Mach7
Technologies Limited up 3454.9% to (4,634,590)
Loss for the half-year attributable to the owners of Mach7 Technologies
Limited up 3454.9% to (4,634,590)

Dividends

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

Comments

The loss for the consolidated entity after providing for income tax amounted to $4,634,590 (31 December 2022: $130,371).

Please refer to the “Operating and Financial Review” in the Directors’ Report for a detailed explanation and analysis of the Group’s performance for the six months ended 31 December 2023.

3. Net tangible assets

Net tangible assets per ordinary security Reporting
period
Cents
9.65
Previous
period
Cents
8.22

4. Control gained over entities

Not applicable.

5. Loss of control over entities

Not applicable.

6. Dividends

Current period

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

Previous period

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

Mach7 Technologies Limited Appendix 4D Half-year report

7. Dividend reinvestment plans

Not applicable.

8. Details of associates and joint venture entities

Not applicable.

9. Foreign entities

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

Not applicable.

10. Audit qualification or review

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

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

11. Attachments

Details of attachments (if any):

The Half Year Report of Mach7 Technologies Limited for the half-year ended 31 December 2023 is attached.

12. Signed

==> picture [153 x 75] intentionally omitted <==

Signed _________

Date: 29 February 2024

Robert Bazzani Chairman Melbourne

Mach7 Technologies Limited ABN 26 007 817 192

Half Year Report - 31 December 2023

Mach7 Technologies Limited Directors' report 31 December 2023

The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'consolidated entity') consisting of Mach7 Technologies Limited (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the half-year ended 31 December 2023.

Directors

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

Mr Robert Bazzani - Chairman (Independent Non-Executive Director until 16 November 2023 and appointed Chairman effective 16 November 2023)

Mr Eliot Seigel, MD - Independent Non-Executive Director

Mr Michael Lampron - Managing Director and Chief Executive Officer

Ms Rebecca Thompson - Independent Non-Executive Director (Appointed effective 16 November 2023) Mr David Chambers - Chairman (Resigned effective 16 November 2023)

Mr Philippe Houssiau - Independent Non-Executive Director (Resigned effective16 November 2023)

Principal activities

The principal activity of the Company is the development and commercialisation of medical imaging and data management software solutions for global healthcare enterprises.

Operating and financial review Financial position

At 31 December 2023, the Group reported net current assets of $19.12 million (30 June 2023: $20.06 million), which includes cash on hand of $22.73 million (30 June 2023: $23.39 million) and customer contract assets of $3.25 million (30 June 2023: $3.89 million).

Review of operations

Revenue from continuing operations

Revenue recognised for the current reporting period was $13.33 million (half-year 31 December 2022: $16.41 million).

The Group has reported a record $49.5 million in sales orders (total contract value) for this half-year of which 87% is related to Subscription and Support and Maintenance sales as customers increasingly opt for the Subscription rather than Capital model. The ongoing transition to a predominantly subscription model will ultimately result in higher quality recurring revenue which will provide greater predictability and less volatility around future earnings and cash. However, there will be a short-term revenue impact due to the 12-to-18-month lag between signing a sales order and the achievement of First Productive Use which is when the recurring revenue from Subscription orders can start being recognised.

As a result, Group revenue has decreased by $3.08 million (19%) compared to the previous corresponding period (“PCP”). Recurring revenue which is comprised of Subscription revenue and Support and Maintenance revenue increased by 21% on PCP to $9.89 million for the half-year. Software license revenue which represents capital software sales orders that are generally contracted over a 5-year term was $1.73 million for the half-year, a decline of $5.42 million compared to PCP as customers moved away from capital licences. Professional Services revenue for the half-year was $1.71 million, a 55% increase compared to PCP.

Sales orders continue to be the best measure of Mach7’s financial progress as the timing of cash receipts and revenue can be affected by contract milestones, revenue recognition rules and the mix of Capital and Subscription agreements.

1

Mach7 Technologies Limited Directors' report 31 December 2023

The table below provides a breakdown of revenue recognised by product/service (table 1):

Subscription revenue
Support and maintenance revenue
Total recurring revenue
Software license revenue

Professional service revenue**
31 December
2023
$
3,993,550
5,900,389

31 December
2022
$
3,201,485
4,959,543

Change
Change
$
%
792,065
25%
940,846
19%
1,732,911
21%
(5,419,050)
(76%)
605,712
55%
(3,080,427)
(19%)
9,893,939 8,161,028
1,730,970
1,707,404
7,150,020
1,101,692
13,332,313 16,412,740
  • Subscription and software licence revenue above comprises the total software license revenue amounting to $5,724,520 as disclosed in note 4 to these financial statements.

  • ** Represents combination of implementation & training services and migration services disclosed in note 4 to these financial statements.

Expenses from operations

Operating expenses increased by $1.16 million or 9%

Despite the first six months of the fiscal year traditionally being the more expensive half for the Company due to the timing of trade shows and other operating expenses, operating expenses increased by 9% reflecting careful cost management (halfyear 31 December 2022: increased by 28%).

Operating expenditure (excluding Right-of-use lease liability interest expense, share-based payments expense, foreign exchange (losses)/gains and depreciation & amortisation) is presented in the following table:

Employment and related expenses
Professional fees and corporate expenses
Marketing and investor relations expenses
Travel and related expenses
General administration and office expenses
31 December
2023
$
11,062,153
710,523
508,294
715,971
1,139,801

31 December
2022
$
9,963,756
841,880
583,091
615,615
969,048

Change
Change
$
%
1,098,397
11%
(131,357)
(16%)
(74,797)
(13%)
100,356
16%
170,753
18%
1,163,352
9%
14,136,742 12,973,390
  • excluding Right-of-use lease liability interest expense, share-based payments expense, foreign exchange (losses)/gains and depreciation & amortisation.

2

Mach7 Technologies Limited Directors' report 31 December 2023

Profitability

NPATA* of ($1.25) million

The Group has reported EBITDA (on an adjusted basis) of ($1.57) million for the half-year (half-year 31 December 2022: $3.09 million). The decrease in EBITDA (adjusted) is primarily due to the decrease in revenue (down 19% from PCP). This reflects the short-term revenue impact arising from the accelerating transition to a Subscription model and 12-to-18 month delay in the recognition of recurring revenue. This is set out in the table below:

Revenue from contracts with customers
Distributor and licence fees
Gross Margin
Operating expenditure
Net foreign exchange (losses)/gains (realised)
Other income/expenses (net)
EBITDA Adjusted
Interest income
Net foreign exchange (losses)/gains (unrealised)
Share-based payments expense (non-cash)
Right-of-use lease liability interest expense
Depreciation (non-cash)
Income tax benefit (non-cash)
NPATA
Amortisation (non-cash)
Loss for the year**
31 December
2023
$
13,332,313
(660,667)

31 December
2022
$
16,412,740
(325,255)

Change
Change
$
%
(3,080,427)
(19%)
(335,412)
103%
(3,415,839)
(21%)
(1,163,352)
9%
(77,220)
(103%)
(12,872)
13%
(1,253,444)
10%
(4,669,283)
(151%)
387,787
777%
(209,307)
(567%)
(806,999)
(307%)
5,301
(15%)
(26,105)
11%
(175,933)
(16%)
(5,494,539)
(129%)
990,320
(23%)
(4,504,219)
3455%
12,671,646 16,087,485
(14,136,742)
(2,553)
(108,439)
(12,973,390)
74,667
(95,567)
(14,247,734) (12,994,290)
(1,576,088)
437,712
(172,371)
(544,171)
(29,986)
(259,845)
896,699
3,093,195
49,925
36,936
262,828
(35,287)
(233,740)
1,072,632
(1,248,050)
(3,386,540)
4,246,489
(4,376,860)
(4,634,590) (130,371)
  • NPATA (Net Profit After Tax and before Amortisation) is NPAT adjusted for amortisation of acquired intangibles

** Adjusted EBITDA (Earnings Before Interest, Tax, Depreciation, Amortisation) is EBITDA adjusted for unrealised foreign exchange (losses)/gains and non-cash item share-based payments expense.

Matters subsequent to the end of the financial half-year

No matter or circumstance has arisen since 31 December 2023 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

Contingent liability

Mach7 Technologies, Inc., a wholly-owned subsidiary of Mach7 Technologies Limited, received a patent infringement claim from AI Visualize. This case was dismissed by the Federal Court and subsequently AI Visualize filed an appeal. The appeal was heard on 5 October 2023 and a summary judgement is still pending. The Company will continue to strongly defend the matter.

3

Mach7 Technologies Limited Directors' report 31 December 2023

Outlook

Mach7’s innovative and interoperable products are the foundation of an enterprise imaging strategy that provides both hospital networks and private practices with a consolidated image data management solution with diagnostic image viewing from any location.

Mach7 continues to benefit from market dynamics influencing the adoption of enterprise imaging with buying decisions increasingly being made by the C-suite or CIO for the whole hospital system and outpatient practice or enterprise rather than the radiology department.

The Company is well positioned to take advantage of a highly fragmented market for medical imaging and the ongoing shift in demand from acute to ambulatory settings. The Company has a strong sales pipeline which reflects opportunities with new and existing customers across multiple regions, care settings and product combinations.

The record sales orders achieved in the first half of FY24 reflected the ongoing shift to subscription sales, especially in North America, and a large renewal program which demonstrated strong retention among existing customers. The changing customer preference for subscription licencing is expected to have a short-term revenue impact but will ultimately provide Mach7 with a more predictable and scalable business model.

Significant changes in the state of affairs

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

Auditor's independence declaration

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

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

On behalf of the Directors

==> picture [152 x 75] intentionally omitted <==

_________ Robert Bazzani Chairman

29 February 2024

4

==> picture [117 x 62] intentionally omitted <==

RSM Australia Partners

Level 27, 120 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199

www.rsm.com.au

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the review of the financial report of Mach7 Technologies Limited and its controlled entities for the half year ended 31 December 2023, I declare that, to the best of my knowledge and belief, there have been no contraventions of:

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

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

==> picture [73 x 36] intentionally omitted <==

RSM AUSTRALIA PARTNERS

==> picture [155 x 44] intentionally omitted <==

M PARAMESWARAN

Partner

Dated: 29 February 2024 Melbourne, Victoria

THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING

RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036

==> picture [35 x 54] intentionally omitted <==

5

Liability limited by a scheme approved under Professional Standards Legislation

Mach7 Technologies Limited Contents 31 December 2023

Statement of profit or loss and other comprehensive income 7
Statement of financial position 8
Statement of changes in equity 9
Statement of cash flows 10
Notes to the financial statements 11
Directors' declaration 20
Independent auditor's review report to the members of Mach7 Technologies Limited 21

6

Mach7 Technologies Limited Statement of profit or loss and other comprehensive income For the half-year ended 31 December 2023

Note
Revenue from contracts with customers
4
Other income
Expenses
Employment and related expenses
Depreciation and amortisation
Professional fees and corporate expenses
General administration and office expenses
Distributor and license fees
Marketing and investor relations expenses
Travel and related expenses
Right-of-use lease liability interest expense
Other expenses
Share-based payments expense (non-cash)
Net foreign exchange (losses)/gains
Loss before income tax benefit
Income tax benefit
Loss after income tax benefit for the half-year attributable to the owners of
Mach7 Technologies Limited
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Other comprehensive income for the half-year, net of tax
Total comprehensive income for the half-year attributable to the owners of
Mach7 Technologies Limited
Basic and diluted earnings per share
5
Consolidated
31 December
2023
31 December
2022
$
$
13,332,313
16,412,740
443,492
55,409
(11,062,153)
(9,963,756)
(3,646,385)
(4,610,600)
(710,523)
(841,880)
(1,139,801)
(969,048)
(660,667)
(325,255)
(508,294)
(583,091)
(715,971)
(615,615)
(29,986)
(35,287)
(114,219)
(101,051)
(544,171)
262,828
(174,924)
111,603
Consolidated
31 December
2023
31 December
2022
$
$
13,332,313
16,412,740
443,492
55,409
(11,062,153)
(9,963,756)
(3,646,385)
(4,610,600)
(710,523)
(841,880)
(1,139,801)
(969,048)
(660,667)
(325,255)
(508,294)
(583,091)
(715,971)
(615,615)
(29,986)
(35,287)
(114,219)
(101,051)
(544,171)
262,828
(174,924)
111,603
(5,531,289)
896,699
(1,203,003)
1,072,632
(4,634,590)
(1,146,456)
(130,371)
(794,271)
(1,146,456) (794,271)
(5,781,046) (924,642)
Cents
(1.9)
Cents
(0.1)

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

7

Mach7 Technologies Limited Statement of financial position As at 31 December 2023

Note
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
6
Customer contract assets
7
Other assets
Total current assets
Non-current assets
Customer contract assets
7
Property, plant and equipment
Right-of-use assets
Intangibles
8
Deferred tax asset
Other assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Customer contract liabilities
9
Lease liabilities
Total current liabilities
Non-current liabilities
Lease liabilities
Deferred tax liability
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
10
Reserves
Accumulated losses
Total equity
Consolidated
31 December
2023
30 June 2023
$
$
22,729,147
23,394,568
4,770,999
6,707,403
3,247,580
3,897,609
952,409
890,916
Consolidated
31 December
2023
30 June 2023
$
$
22,729,147
23,394,568
4,770,999
6,707,403
3,247,580
3,897,609
952,409
890,916
31,700,135 34,890,496
4,290,674
757,882
1,028,288
31,191,809
4,047,887
771,193
5,005,951
815,602
1,181,128
35,466,096
4,153,583
793,131
42,087,733 47,415,491
73,787,868 82,305,987
2,439,386
9,925,849
213,594
3,397,681
11,223,534
209,614
12,578,829 14,830,829
855,356
5,932,659
991,039
7,000,453
6,788,015 7,991,492
19,366,844 22,822,321
54,421,024 59,483,666
116,223,871
6,019,344
(67,822,191)
115,697,098
7,312,323
(63,525,755)
54,421,024 59,483,666

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

8

Mach7 Technologies Limited Statement of changes in equity For the half-year ended 31 December 2023

Consolidated
Balance at 1 July 2022
Loss after income tax benefit for the half-year
Other comprehensive income for the half-year,
net of tax
Total comprehensive income for the half-year
Transactions with owners in their capacity as
owners:
Issue of shares upon exercise of options
Share-based payments (note 15)
Balance at 31 December 2022
Consolidated
Balance at 1 July 2023
Loss after income tax benefit for the half-year
Other comprehensive income for the half-year,
net of tax
Total comprehensive income for the half-year
Transactions with owners in their capacity as
owners:
Issue of shares upon exercise of options
Share-based payments (note 15)
Transfers upon exercise of options/rights
Transfers upon lapse of options/rights
Shares issued as remuneration
Balance at 31 December 2023
Issued
Capital
$
115,295,443
-
-
Share Based
Payment
Reserves
$
4,080,659
-
-

Foreign
Exchange
Translation
Reserve
$
2,494,548
-
(794,271)
Accumulated
Losses
$
(63,495,432)
(130,371)
-
Total Equity

$
58,375,218
(130,371)
(794,271)
-
184,450
-
-
(70,841)
(262,828)
(794,271)
-
-
(130,371)
-
-
(924,642)
113,609
(262,828)
115,479,893 3,746,990 1,700,277 (63,625,803) 57,301,357
Issued
Capital
$
115,697,098
-
-
Share Based
Payment
Reserves
$
3,923,857
-
-

Foreign
Exchange
Translation
Reserve
$
3,388,466
-
(1,146,456)
Accumulated
Losses
$
(63,525,755)
(4,634,590)
-
Total Equity

$
59,483,666
(4,634,590)
(1,146,456)
-
174,233
-
118,540
-
234,000
-
-
310,171
(118,540)
(338,154)
-
(1,146,456)
-
-
-
-
-
(4,634,590)
-
-
-
338,154
-
(5,781,046)
174,233
310,171
-
-
234,000
116,223,871 3,777,334 2,242,010 (67,822,191) 54,421,024

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

9

Mach7 Technologies Limited Statement of cash flows For the half-year ended 31 December 2023

Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers (inclusive of GST)
Interest received
Income taxes paid
Net cash used in operating activities
Cash flows from investing activities
Payments for property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Repayment of lease liabilities
Net cash from/(used in) financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial half-year
Effects of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the end of the financial half-year
Consolidated
31 December
2023
31 December
2022
$
$
15,481,106
8,947,782
(15,766,904)
(14,226,488)
Consolidated
31 December
2023
31 December
2022
$
$
15,481,106
8,947,782
(15,766,904)
(14,226,488)
(285,798)
226,044
(133,241)
(5,278,706)
35,075
-
(192,995) (5,243,631)
(63,483) (89,893)
(63,483) (89,893)
174,233
(106,465)
113,383
(126,555)
67,768 (13,172)
(188,710)
23,394,568
(476,711)
(5,346,696)
25,747,608
203,852
22,729,147 20,604,764

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

10

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 1. Corporate information

The financial report of Mach7 Technologies Limited (the “Company” or the “Parent”) for the half-year ended 31 December 2023 was authorised for issue in accordance with a resolution of the Directors on 29 February 2024 .

Mach7 Technologies Limited is a company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange (ASX:M7T). The nature of the operations and principal activities of Mach7 Technologies Limited and its consolidated entities (the “Group”) are described in the Directors’ Report.

Note 2. Material accounting policy information

These general purpose financial statements for the interim half-year reporting period ended 31 December 2023 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001 (Cth), as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.

These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2023 and any public announcements made by the Company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.

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

New or amended Accounting Standards and Interpretations adopted

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

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

11

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 3. Operating segments

Description of segments and principal activities

Mach7 Technologies is a global provider of enterprise imaging solutions for healthcare institutions, predominantly throughout the North America, Asia Pacific, and the Middle East region. The Group’s performance is monitored and reported for one main segment, which is enterprise imaging. In addition, revenue is monitored at a regional and product/services level. This information is presented in Note 4.

Profit or Loss

The Group’s profit and loss is managed as a whole and is the same as what is presented in the statement of financial performance and other comprehensive income. In addition, management and the directors monitor Gross Margins, Earnings Before Interest, Tax and Depreciation (EBITDA), and EBITDA adjusted for non-cash items. This is presented below:

Revenue from contracts with customers
Distributor and licence fees
Operating expenditure
Net foreign exchange (losses)/gains (realised)
Other income/expenses (net)
EBITDA – before the following items
Share-based payments expense (non-cash)
Net foreign exchange(losses)/gains (unrealised)
EBITDA
Depreciation and amortisation expense
Right-of-use lease liability interest expense
Interest income
Income tax benefit
Net loss after tax
Consolidated
31 December
2023
31 December
2022
$
$
13,332,313
16,412,740
(660,667)
(325,255)
(14,136,742)
(12,973,390)
(2,553)
74,667
(108,439)
(95,567)
Consolidated
31 December
2023
31 December
2022
$
$
13,332,313
16,412,740
(660,667)
(325,255)
(14,136,742)
(12,973,390)
(2,553)
74,667
(108,439)
(95,567)
(1,576,088) 3,093,195
(544,171)
(172,371)
262,828
36,936
(2,292,630)
(3,646,385)
(29,986)
437,712
896,699
3,392,959
(4,610,600)
(35,287)
49,925
1,072,632
(4,634,590) (130,371)

Segment assets and liabilities

The Group’s chief decision makers review and monitor assets and liabilities as a whole.

Geographical non-current tangible assets*

North America
Asia
Consolidated
31 December
2023
30 June 2023
$
$
10,508,392
11,553,773
387,532
395,622
Consolidated
31 December
2023
30 June 2023
$
$
10,508,392
11,553,773
387,532
395,622
10,895,924 11,949,395

*Non-current assets excluding the intangible assets of the Group.

12

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 4. Revenue from contracts with customers

Disaggregation of revenue from contracts with customers

Mach7 is a global provider of medical imaging software solutions. Every software sale, or provision of services, is subject to a software license agreement, statement of work and/or order form. The Group derives revenue from the transfer of goods and services over time and at a point in time in the following major product lines and geographical regions:

Software License Revenue (major segment)
Professional Services Revenue:
- implementation & training services
- migration services
Support and maintenance (recurring revenue)
Geographical segment revenues
North America
Asia Pacific
Middle East
Europe and other regions
Timing of revenue recognition*
Revenue recognised at a point in time
Revenue recognised over time
Consolidated
31 December
2023
31 December
2022
$
$
5,724,520
10,351,505
1,489,303
954,086
218,101
147,606
5,900,389
4,959,543
Consolidated
31 December
2023
31 December
2022
$
$
5,724,520
10,351,505
1,489,303
954,086
218,101
147,606
5,900,389
4,959,543
13,332,313 16,412,740
10,717,823
1,724,121
421,603
468,766
13,612,395
2,250,457
407,589
142,299
13,332,313 16,412,740
1,730,970
11,601,343
7,150,020
9,262,720
13,332,313 16,412,740

*Software License Revenue is comprised of Subscription Revenue (annual recurring revenue) and Capital Software License Revenue (recognised upfront upon delivery of software and is recurring at the end of each term, which is normally 5 years).

Note 5. Earnings per share

Basic earnings per share (“EPS”) is calculated by dividing the net loss for the half-year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the half-year. The income and share data used in the calculations of basic and diluted EPS is as follows:

Basic and diluted earnings per share for loss
Loss after income tax attributable to the owners of Mach7 Technologies Limited
Weighted average number of ordinary shares used in calculating basic and diluted earnings
per share
Basic and diluted earnings per share
Consolidated
31 December
2023
31 December
2022
$
$
(4,634,590)
(130,371)
Consolidated
31 December
2023
31 December
2022
$
$
(4,634,590)
(130,371)
Number
240,554,891
Number
239,073,820
Cents
(1.9)
Cents
(0.1)

13

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 6. Trade and other receivables

Trade receivables
Less: Allowance for expected credit losses
Interest receivable
Sales tax receivable
Other receivables
Consolidated
31 December
2023
30 June 2023
$
$
4,663,335
6,618,876
-
(74,366)
Consolidated
31 December
2023
30 June 2023
$
$
4,663,335
6,618,876
-
(74,366)
4,663,335 6,544,510
78,242
20,909
54,359
74,628
99,151 128,987
8,513 33,906
4,770,999 6,707,403

Note 7. Customer contract assets

Contract assets - current
Contract assets - non-current
Consolidated
31 December
2023
30 June 2023
$
$
3,247,580
3,897,609
4,290,674
5,005,951
Consolidated
31 December
2023
30 June 2023
$
$
3,247,580
3,897,609
4,290,674
5,005,951
7,538,254 8,903,560

Customer contract assets (or accrued revenue) represents fees which have been recognised as revenue which are yet to be invoiced to the customer. The customer is invoiced when certain contract milestones have been met. This can fluctuate from period to period, as these balances are impacted by the timing of when contracted sales occur, performance obligations are met and the payment milestones that are specified within each contract. The carrying values are assumed to approximate the fair values for these balances.

Under the accounting standards, contracts in which payment by the customer and performance by the Company occur at significantly different times will need to be assessed to determine whether the contract contains a significant financing component. For the reporting period ended 31 December 2022, the Company identified that its customer contract with Akumin contains a significant financing component due to the performance obligation in relation to the delivery of the capital licence being completed in December 2022 but payment for the capital software licence occurring over a 10-year period. In determining the promised amount of consideration adjusted for the significant financing component, the Company used a discount rate that would be reflected in a separate financing transaction between the Company and Akumin at contract inception which takes into account the credit characteristics of Akumin. The difference between the contract value and the capital software licence revenue recognised at contract inception will unwind over the 10 year contract term as interest income in the statement of profit or loss and other comprehensive income. The contract asset recognised in relation to the Akumin contract is split between current and non-current based on the invoicing schedule in the contract.

14

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 8. Intangibles

Goodwill - at cost
Patents and trademarks - at cost
Less: Accumulated amortisation
Customer contracts - at cost
Less: Accumulated amortisation
Software - at cost
Less: Accumulated amortisation
Brand Names - at cost
Less: Accumulated amortisation
Consolidated
31 December
2023
30 June 2023
$
$
4,237,798
4,354,315
Consolidated
31 December
2023
30 June 2023
$
$
4,237,798
4,354,315
397,249
(321,767)
402,650
(322,290)
75,482 80,360
11,580,921
(10,734,810)
11,656,701
(10,504,132)
846,111 1,152,569
57,757,722
(36,216,443)
58,930,559
(33,666,329)
21,541,279 25,264,230
6,049,113
(1,557,974)
6,172,596
(1,557,974)
4,491,139 4,614,622
31,191,809 35,466,096

Reconciliations

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

Consolidated
Balance at 1 July 2023
Exchange differences
Amortisation expense
Balance at 31 December 2023
Patents
$
80,360
(2,109)
(2,769)
Customer
Contracts
$
1,152,569
(25,761)
(280,697)
Brand
Names
$
4,614,622
(123,483)
-
Software
$
25,264,230
(619,877)
(3,103,074)
Goodwill
$
4,354,315
(116,517)
-
Total
$
35,466,096
(887,747)
(3,386,540)
75,482 846,111 4,491,139 21,541,279 4,237,798 31,191,809

15

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 9. Customer contract liabilities

Support and Maintenance Revenue received in advance
Professional Service Revenue received in advance
Subscription Revenue received in advance
Software License Revenue received in advance
Consolidated
31 December
2023
30 June 2023
$
$
4,913,067
6,316,755
2,674,192
2,664,481
2,228,408
2,113,846
110,182
128,452
Consolidated
31 December
2023
30 June 2023
$
$
4,913,067
6,316,755
2,674,192
2,664,481
2,228,408
2,113,846
110,182
128,452
9,925,849 11,223,534

Customer contract liabilities (or deferred revenue) represents cash amounts that have been collected from customers that will be recognised as revenue in a future period. Revenue is recognised:

  • at a point in time when Capital Software Licenses are delivered.

  • over a period of time when Professional Service milestones are achieved.

  • over a period of time when Support and Maintenance services are performed.

  • for Subscription over the subscription period upon the customer achieving First Productive Use.

The carrying values are assumed to approximate the fair values for these balances. Support and Maintenance revenue and Subscription revenue received in advance are expected to grow year on year as the Group signs new customer contracts, i.e. every new Support and Maintenance contract and Subscription contract signed going forward will add to this balance. Professional Service Revenue received in advance are expected to fluctuate from year to year, as timing of sales orders, cash payment milestones and Professional Service milestones will impact this balance.

Note 10. Issued capital

Ordinary shares - fully paid
Movements in ordinary share capital
Details
Balance
Options exercised during the period
Shares issued as remuneration
Balance
31 December
2023
Shares
241,191,047
Consolidated

30 June 2023
31 December
2023
Shares
$
240,009,381
116,223,871
Consolidated

30 June 2023
31 December
2023
Shares
$
240,009,381
116,223,871

30 June 2023
$
115,697,098
Date
1 July 2023
31 December 2023
Shares
240,009,381
856,666
325,000
241,191,047
$
115,697,098
292,773
234,000
116,223,871

Ordinary shares

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

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

Share buy-back

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

16

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 11. Dividends

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

Note 12. Related party transactions

Parent entity

Mach7 Technologies Limited is the parent entity.

Transactions with related parties

There were no transactions with related parties during the current and previous financial half-year.

Receivable from and payable to related parties

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

Loans to/from related parties

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

Note 13. Events after the reporting period

No matter or circumstance has arisen since 31 December 2023 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

Note 14. Contingent liabilities

Mach7 Technologies, Inc., a wholly-owned subsidiary of Mach7 Technologies Limited, received a patent infringement claim from AI Visualize. This case was dismissed by the Federal Court and subsequently AI Visualize filed an appeal. The appeal was heard on 5 October 2023 and a summary judgement is still pending. The Company will continue to strongly defend the matter.

17

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 15 Share-based payments

Share-based payments expense during the period is $544,171 (31 December 2022:($262,828)) which relates to options/performance rights/shares issued to Directors, KMP and other employees of the company.

Summary of options granted and lapsed during the half-year ended 31 December 2023 are as below:

Unlisted Options

Set out below are summaries of options granted under the plan:

31 December 2023

Exercise
Grant date
Expiry date
price
17/10/2018
17/10/2023
$0.185
12/11/2018
12/11/2023
$0.244
02/05/2019
02/05/2024
$0.265
11/10/2019
11/10/2024
$0.680
11/10/2019
01/10/2024
$0.680
18/11/2019
18/11/2024
$0.820
18/11/2019
18/11/2024
$0.800
18/11/2019
18/11/2024
$0.950
18/11/2019
18/11/2024
$1.100
01/12/2020
30/11/2025
$1.400
03/02/2021
30/06/2025
$1.480
10/09/2021
31/08/2026
$0.980
11/11/2021
11/11/2026
$0.910
11/11/2021
31/12/2025
$1.380
20/01/2022
20/01/2027
$0.782
24/02/2022
24/02/2027
$0.731
12/12/2022
12/12/2027
$0.610
01/01/2023
01/01/2028
$0.570
01/05/2023
01/05/2028
$0.636
01/07/2023
01/07/2028
$0.582
14/08/2023
14/08/2028
$0.800
01/09/2023
01/09/2028
$0.760
16/11/2023
16/11/2028
$0.710
01/12/2023
01/12/2028
$0.695
18/12/2023
18/12/2028
$0.730
Weighted average exercise price
Balance at
the start of
the half-year
646,666
225,000
50,000
793,333
166,667
285,000
250,000
250,000
250,000
85,000
1,550,000
2,510,000
110,000
225,000
200,000
250,000
110,000
200,000
200,000
-
-
-
-
-
-
Granted
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
400,000
50,000
30,000
225,000
50,000
2,435,000
Exercised
(626,666)
(225,000)
-
(5,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Expired/
forfeited/
other
(20,000)
-
-
-
-
-
-
-
-
(11,666)
-
(120,000)
(20,001)
(75,000)
-
-
(60,000)
-
-
-
-
-
-
-
-
Balance at
the end of
the half-year
-
-
50,000
788,333
166,667
285,000
250,000
250,000
250,000
73,334
1,550,000
2,390,000
89,999
150,000
200,000
250,000
50,000
200,000
200,000
400,000
50,000
30,000
225,000
50,000
2,435,000
8,356,666 3,190,000 (856,666) (306,667) 10,383,333
$0.924 $0.711 $0.203 $0.965 $0.916

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

Share price Exercise Expected Dividend Risk-free Fair value
Grant date Expiry date at grant date price volatility yield interest rate at grant date
01/07/2023 01/07/2028 $0.620 $0.582 63.00% - 3.78% $0.358
14/08/2023 14/08/2028 $0.800 $0.800 62.00% - 3.93% $0.449
01/09/2023 01/09/2028 $0.780 $0.760 63.00% - 3.76% $0.442
16/11/2023 16/11/2028 $0.780 $0.710 62.00% - 4.23% $0.457
01/12/2023 01/12/2028 $0.725 $0.695 62.00% - 4.14% $0.416
18/12/2023 18/12/2028 $0.775 $0.730 67.00% - 3.37% $0.461

18

Mach7 Technologies Limited Notes to the financial statements 31 December 2023

Note 15. Share-based payments (continued)

Performance rights

The Company has on issue 1,825,185 (June 2023: 1,503,299) performance rights of which 402,185 expires on 30 September 2024, 723,000 expires on 30 September 2025 and 700,000 expires on 30 September 2026.

Summaries of performances rights is as below:

Outstanding at the beginning of the financial year
Granted
Exercised
Expired/Forfeited
31 December
2023
1,503,299
700,000
-
(378,114)

30 June 2023
1,180,299
723,000
(200,000)
(200,000)
1,825,185 1,503,299

During the period, the consolidated entity issued 700,000 performance rights to Mr Michael Lampron with various vesting conditions relating to service period and performance hurdles. The fair value of the performance rights was determined using the Black Scholes option pricing model using the following inputs:

Number of performance rights granted 560,000 140,000
Grant date 16 November 2023 16 November 2023
Expiry date 30 September 2026 30 September 2026
Weighted average share price at date of grant ($) $0.72 $0.72
Weighted average exercise price ($) - -
Weighted average volatility % 54.34% 54.34%
Weighted average risk-free rate % 4.177% 4.177%
Vesting conditions with 30 June 2026 target date Note 1 Note 2
Fair value per performance right $ $0.6468 $0.5096
Fair value of performance right $ $362,208 $71,338
Note 1:
Vesting condition No. of Performance Rights
Company performance vesting condition linked to Revenue Compound 105,000
Annual Growth Rate
Company performance vesting condition linked to EBITDA Margin 350,000
Company performance vesting condition linked to Net Profit After Tax 105,000
Note 2:
Vesting condition No. of Performance Rights
Market-based vesting condition linked to Total Shareholder Return 140,000

19

Mach7 Technologies Limited Directors' declaration 31 December 2023

In the directors' opinion:

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

  • the attached financial statements and notes give a true and fair view of the Company's financial position as at 31 December 2023 and of its performance for the financial half-year ended on that date; and

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

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

On behalf of the Directors

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_________ Robert Bazzani Chairman

29 February 2024

20

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RSM Australia Partners

Level 27, 120 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199

www.rsm.com.au

INDEPENDENT AUDITOR’S REVIEW REPORT To the Members of Mach7 Technologies Limited

Conclusion

We have reviewed the accompanying half-year financial report of Mach7 Technologies Limited (“Company”) and its controlled entities (“Group”) which comprises the consolidated statement of financial position as at 31 December 2023, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the Group at the half-year end.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Mach7 Technologies Limited is not in accordance with the Corporations Act 2001 including:

  • (a) giving a true and fair view of the Group’s financial position as at 31 December 2023 and of its performance for the half-year ended on that date; and

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

Basis for Conclusion

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

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Mach7 Technologies Limited, would be in the same terms if given to the directors as at the time of this auditor’s review report.

Directors' Responsibility for the Half-Year Financial Report

The directors of the Mach7 Technologies Limited are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.

THE POWER OF BEING UNDERSTOOD

AUDIT | TAX | CONSULTING

RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036

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21

Liability limited by a scheme approved under Professional Standards Legislation

==> picture [117 x 62] intentionally omitted <==

Auditor’s Responsibility for the Review of the Financial Report

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Group’s financial position as at 31 December 2023 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

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RSM AUSTRALIA PARTNERS

==> picture [148 x 43] intentionally omitted <==

M PARAMESWARAN Partner

Dated: 29 February 2024 Melbourne, Victoria

22