NOVIQTECH LIMITED — Annual Report 2021

Feb 25, 2021

Tymlez Group Limited Appendix 4E Preliminary final report

1. Company details

Name of entity: Tymlez Group Limited ABN: 37 622 817 421 Reporting period: For the year ended 31 December 2020 Previous period: For the year ended 31 December 2019

2. Results for announcement to the market

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|||||||
|---|---|---|---|---|---|
|A$|
|Revenue from ordinary activities|down|(37.19)|%|to|192,784|
|Loss from ordinary activities after tax attributable|
|to the owners of Tymlez Group Limited|down|(46.35)|%|to|(3,605,156)|
|Loss for the year attributable to the owners of|
|Tymlez Group Limited|down|(46.35)|%|to|(3,605,156)|

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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 $3,605,156 (2019: loss of $6,719,585).

3. Net tangible assets

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||||
|---|---|---|
|Reporting|Previous|
|period Cents|period Cents|
|Net tangible assets per ordinary security|0.21|0.16|
|4. Control gained over entities|
|Name of entity:|Tymlez Pty Ltd (newly incorporated entity)|
|Date of gain of control:|9 July 2020|
|Reporting|
|period|
|A$|
|Contribution of Tymlez Pty Ltd to Tymlez Group Limited's loss from ordinary activities|
|after tax|(250,920)|
|5. Loss of control over entities|
|Not applicable|

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6. Dividends

Current period

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

Current period

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

7. Dividend reinvestment plans

Not applicable

Tymlez Group Limited Appendix 4E Preliminary final report

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 are currently being audited

11. Attachments

Details of attachments (if any):

The Preliminary Report of Tymlez Group Limited for the year ended 31 December 2020 is attached.

12. Signed

Justyn Stedwell Company Secretary On behalf of the Board of Directors Tymlez Group Limited 26 February 2021

Tymlez Group Limited

ABN 37 622 817 421

Preliminary Report - 31 December 2020

Tymlez Group Limited

ABN 37 622 817 421

Consolidated Statement of Profit or Loss and Other Comprehensive Income

For the Year Ended 31 December 2020

Continuing Operations Revenue Other income Employee benefits expense Depreciation and amortisation expense Impairment loss on non-current assets Management fees Occupancy expenses Office expenses Professional fees Selling and distribution expenses Other expenses Finance costs Loss before income tax Income tax (expense)/benefit Loss for the year Other comprehensive income, net of income tax Items that will not be reclassified subsequently to profit or loss Items that will be reclassified to profit or loss when specific conditions are met Exchange differences on translating foreign controlled entities Other comprehensive income/(loss) for the year, net of tax Total comprehensive income/(loss) for the year Profit/(loss) attributable to: Members of the parent entity Total comprehensive income attributable to: Members of the parent entity Earnings per share: Basic, loss for the year attributable to ordinary equity holders of the parent (cents) Diluted, loss for the year attributable to ordinary equity holders of the parent (cents) Earnings per share for continuing operations: Basic, loss from continuing operations attributable to ordinary equity holders of the parent (cents) Diluted, loss from continuing operations attributable to ordinary equity holders of the parent (cents)	Note 1 2 2 2 6 3 3 3 3	2020 $ 192,784 368 (1,946,156) - - (524,822) (82,446) (96,507) (626,273) (155,724) (324,525) (40,583)	2019 $ 306,921 2,074 (2,286,297) (655,803) (2,227,383) (540,360) (35,979) (120,376) (502,529) (367,199) (271,341) (22,573)
		(3,603,884) (1,272)	(6,720,845) 1,260
		(3,605,156)	(6,719,585)
		- (3,780)	- (2,219)
		(3,780)	(2,219)
		(3,608,936)	(6,721,804)
		(3,605,156)	(6,719,585)
		(3,605,156)	(6,719,585)
		(3,608,936)	(6,721,804)
		(3,608,936)	(6,721,804)
		(1.60) (1.60) (1.60) (1.60)	(5.07) (5.07) (5.07) (5.07)

The accompanying notes form part of these financial statements.

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ABN 37 622 817 421

Tymlez Group Limited

Consolidated Statement of Financial Position As At 31 December 2020

Note ASSETS CURRENT ASSETS Cash and cash equivalents Trade and other receivables Other assets TOTAL CURRENT ASSETS TOTAL ASSETS LIABILITIES CURRENT LIABILITIES Trade and other payables Borrowings 4 Employee benefits TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Borrowings 4 TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 5 Reserves 6 Accumulated losses TOTAL EQUITY	2020 $ 2019 $ 1,841,170 714,430 96,470 199,679 188,336 229,097
	2,125,976 1,143,206
	2,125,976 1,143,206
	636,632 570,587 422,154 188,122 586 -
	1,059,372 758,709
	458,280 144,167
	458,280 144,167
	1,517,652 902,876
	608,324 240,330
	16,657,725 14,614,311 (3,361,926) (5,291,662) (12,687,475) (9,082,319)
	608,324 240,330

The accompanying notes form part of these financial statements.

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Tymlez Group Limited

ABN 37 622 817 421

Consolidated Statement of Changes in Equity For the Year Ended 31 December 2020

Balance at 1 January 2020 Net profit/(loss) for the year Total other comprehensive income for the year Transactions with owners in their capacity as owners Contribution of equity, net of transaction costs Issue of options Balance at 31 December 2020	Note	Issued Capital $	Accumulated Losses $	Foreign Currency Translation Reserve $	Option Reserve $	Deferred Consideration Shares Reserve $	Common Control Reserve $	Total $
		14,614,311 -	(9,082,319) (3,605,156)	152,699 -	885,644 -	602,019 -	(6,932,024) -	240,330 (3,605,156)
	6	-	-	(3,780)	-	-	-	(3,780)
	5 6	2,043,414 -	- -	- -	- 1,933,516	- -	- -	2,043,414 1,933,516
		16,657,725	(12,687,475)	148,919	2,819,160	602,019	(6,932,024)	608,324
Balance at 1 January 2019		14,488,706	(2,369,550)	154,918	275,800	602,019	(6,932,024)	6,219,869
Net profit/(loss) for the year		-	(6,719,585)	-	-	-	-	(6,719,585)
Total other comprehensive income for the year Transactions with owners in their capacity as owners Contribution of equity, net of transaction costs Issue of options Lapsed options Balance at 31 December 2019
	6	-	-	(2,219)	-	-	-	(2,219)
	5 6 6	125,605 - -	- - 6,816	- - -	- 616,660 (6,816)	- - -	- - -	125,605 616,660 -
		14,614,311	(9,082,319)	152,699	885,644	602,019	(6,932,024)	240,330

The accompanying notes form part of these financial statements.

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ABN 37 622 817 421

Tymlez Group Limited

Consolidated Statement of Cash Flows For the Year Ended 31 December 2020

Note CASH FLOWS FROM OPERATING ACTIVITIES: Receipts from customers Payments to suppliers and employees Interest received VAT and GST received/(paid) Finance costs Income taxes received/(paid) Net cash provided by/(used in) operating activities 7(a) CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property, plant and equipment Net cash provided by/(used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issue of shares Proceeds from the issue of convertible notes Net proceeds from/(repayment of) borrowings Payment of lease liabilities Payment of share issue costs Net cash provided by/(used in) financing activities Effects of exchange rate changes on cash and cash equivalents Net increase/(decrease) in cash and cash equivalents held Cash and cash equivalents at beginning of year Cash and cash equivalents at end of financial year	2020 $ 221,951 (3,186,178) 368 61,420 (20,698) (1,272)	2019 $ 339,675 (4,426,257) 1,176 221,027 (12,125) 1,260
	(2,924,409)	(3,875,244)
	-	(24,050)
	-	(24,050)
	2,908,061 812,618 614,285 (70,905) (195,942)	658,000 - (122,722) - (415,197)
	4,068,117	120,081
	(16,968)	11,869
	1,126,740 714,430	(3,767,344) 4,481,774
	1,841,170	714,430

The accompanying notes form part of these financial statements.

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ABN 37 622 817 421

Tymlez Group Limited

Notes to the Consolidated Financial Statements For the Year Ended 31 December 2020

1 Revenue Revenue from continuing operations Revenue from contracts with customers Licence fees: - Platform as a service Service fees: - Setup and support revenues - Consultancy and professional services Total revenue 2 Result for the Year The result for the year includes the following specific expenses: Depreciation and amortisation expense: - Depreciation - Plant and equipment - Depreciation - Right-of-use asset - Amortisation - Development costs Total depreciation and amortisation expense Finance costs: - Banks and other third parties - Lease liability Total finance costs Significant expenses: Impairment loss on non-current assets
		2020 $ 192,784 - -	2019 $ 128,474 18,363 160,084
		192,784	306,921
		- - -	31,850 84,246 539,707
		-	655,803
		33,481 7,102	12,125 10,448
		40,583	22,573
		-	2,227,383

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ABN 37 622 817 421

Tymlez Group Limited

Notes to the Consolidated Financial Statements For the Year Ended 31 December 2020

3 Earnings per Share (a) Reconciliation of earnings to profit or loss from continuing operations 2020 $ 2019 $ Loss from continuing operations (3,605,156) (6,719,585) Earnings used to calculate basic EPS from continuing operations (3,605,156) (6,719,585) Earnings used in the calculation of dilutive EPS from continuing operations (3,605,156) (6,719,585) (b) Earnings used to calculate overall earnings per share Earnings used to calculate overall earnings per share (3,605,156) (6,719,585) (c) Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS 2020 No. 2019 No. Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS 224,638,943 132,589,622 Weighted average number of dilutive options outstanding - - Weighted average number of ordinary shares outstanding during the year used in calculating dilutive EPS 224,638,943 132,589,622 (d) Earnings per share 2020 Cents 2019 Cents Earnings per share: Basic, loss for the year attributable to ordinary equity holders of the parent (1.60) (5.07) Diluted, loss for the year attributable to ordinary equity holders of the parent (1.60) (5.07) Earnings per share for continuing operations: Basic, loss from continuing operations attributable to ordinary equity holders of the parent (1.60) (5.07) Diluted, loss from continuing operations attributable to ordinary equity holders of the parent (1.60) (5.07)
	2020 $ (3,605,156)	2019 $ (6,719,585)
	(3,605,156)	(6,719,585)
	(3,605,156)	(6,719,585)
	(3,605,156)	(6,719,585)
	2020 No. 224,638,943 -	2019 No. 132,589,622 -
	224,638,943	132,589,622
	2020 Cents 2019 Cents (1.60) (5.07) (1.60) (5.07) (1.60) (5.07) (1.60) (5.07)

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ABN 37 622 817 421

Tymlez Group Limited

Notes to the Consolidated Financial Statements For the Year Ended 31 December 2020

4 Borrowings

Borrowings
CURRENT Unsecured liabilities: Loan from Netherlands government Insurance premium funding Lease liability Total current borrowings NON-CURRENT Unsecured liabilities: Loan from Netherlands government Lease liability Total non-current borrowings	Note 4(a)	2020 $ 227,435 130,120 64,599	2019 $ - 126,451 61,671
		422,154	188,122
		379,057 79,223	- 144,167
	4(a)
		458,280	144,167

(a) Loan from Netherlands government

The terms and conditions of the loan from the Netherlands government is as follows:

• The Netherlands government will provide 75% (EUR 375,000) of the bridging credit in the form of a loan to Tymlez Holding B.V. on the basis that Tymlez Group Limited is willing to provide the remaining 25%;

• The loan will only be used to finance the capital expenditures and working capital needs of the Group;

• Interest is calculated at 3% per annum on the outstanding part of the principal, accruing on a daily basis;

• Repayment of the principal and interest commences on 1 July 2021 and thereafter, on the last day of each calendar quarter;

• Extensions for repayment may be granted at the request of the Group to a period equal to no more than 16 quarterly instalments.

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ABN 37 622 817 421

Tymlez Group Limited

Notes to the Consolidated Financial Statements For the Year Ended 31 December 2020

5 Issued Capital 292,036,871 (2019: 145,873,153) fully paid ordinary shares Share issue costs Total issued capital (a) Ordinary shares At the beginning of the reporting year Shares issued during the year: - Shares issued on private placement - Conversion of convertible note - Conversion of debt payable to Lead Manager - Shares issued to Lead Manager per with signed mandate - Shares issued on rights issue - Shares issued to consultant - Shares issued to directors in lieu of remuneration At the end of the reporting period
	2020 $	2019 $ 16,846,988 (2,232,677)
	19,058,280
	(2,400,555)
	16,657,725	14,614,311
	2020 No.	2019 No. 130,679,971 15,068,182 - 125,000 - - - -
	145,873,153
	24,927,307 102,693,308 - 7,220,098 1,910,505 1,000,000 8,412,500
	292,036,871	145,873,153

The holders of ordinary shares are entitled to participate in dividends and the proceeds on winding up of the Company. On a show of hands at meetings of the Company, each holder of ordinary shares has one vote in person or by proxy, and upon a poll each share is entitled to one vote.

The Company does not have authorised capital or par value in respect of its shares.

6 Reserves

(a) Foreign currency translation reserve

Exchange differences arising on translation of the foreign controlled entity are recognised in other comprehensive income - foreign currency translation reserve. The cumulative amount is reclassified to profit or loss when the net investment is disposed of.

(b) Option reserve

This reserve records the cumulative value of employee service received for the issue of share options. When the option is exercised the amount in the share option reserve is transferred to share capital.

(c) Deferred consideration shares reserve

The deferred consideration shares reserve records the equity contingent consideration that forms part of the purchase consideration of a business combination or common control transaction. This amount is not remeasured and the settlement is accounted for within equity.

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ABN 37 622 817 421

Tymlez Group Limited

Notes to the Consolidated Financial Statements For the Year Ended 31 December 2020

6 Reserves (continued)

(d) Common control reserve

The common control reserve records any difference between the cost of the transaction and the carrying value of the net assets acquired in a transaction between entities under common control.

7 Cash Flow Information

(a) Reconciliation of result for the year to cashflows from operating activities

Net profit/(loss) for the year Non-cash flows in profit/(loss): - depreciation and amortisation expense - impairment of non-current assets - expenses paid via issue of shares/options - share based payment to directors and employees - interest expense on lease liability - GST claim on capital raising costs - insurance expense paid via insurance premium funding Changes in assets and liabilities: - (increase)/decrease in trade and other receivables - (increase)/decrease in other assets - increase/(decrease) in trade and other payables - increase/(decrease) in employee benefits Net cash provided by/(used in) operating activities		2020 $ (3,605,156) - - 302,058 382,842 15,502 17,676 - 19,147 40,761 (97,825) 586	2019 $ (6,719,585) 655,803 2,227,383 27,500 62,096 10,448 64,947 16,733 124,023 88,380 (432,972) -
		(2,924,409)	(3,875,244)

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