ONE CLICK GROUP LIMITED — Interim / Quarterly Report 2017

Oct 29, 2017

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30 October 2017

ASX Announcement

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Quarterly Report - For the Quarter Ended 30 September 2017

UUV Aquabotix Ltd (ASX:UUV) (“Aquabotix" or the “Company”) is pleased to provide the following update on its activities during the three-month period ended 30 September 2017 and its Appendix 4C quarterly cash flow report for the same period.

Key Developments During the Quarter

The key developments during the quarter, to the date of this report, include the following.

Sales and Marketing

• Following the recent IPO, Aquabotix is now able to allocate an increased budget to its sales and marketing activities. This includes the appointment of Ted Curley, Chief Development Officer, announced to the market on 15 August 2017. Mr. Curley is a top producing sales and marketing leader in the unmanned underwater industry, with over 25 years sales experience. Most recently he was Director of Sales - Vehicles at Teledyne Marine, a division of Teledyne Technologies, Inc., a US$5.8 billion market cap company.

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Mr. Ted Curley

• One of Mr. Curley’s priorities is a build-out of the Company’s global distributor network. Previously, the Company had largely informal relationships with distributors and resellers. The Company believes that a global distributor network will be important to ensure comprehensive coverage of its products’ end-users. Within 10 weeks of Mr. Curley’s appointment, the Company has now appointed eight global distributors. Each distributor has been carefully selected based on their experience in the industry and their ability to service the primary markets of the Company, including the oceanographic, aquaculture, survey, defense and security markets.

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Aquabotix’s HydroView Sport

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• The distributors appointed by the Company are:

• Deekay Marine Services has joined the Aquabotix as a representative for Aquabotix in India. Deekay Marine has provided support and services to marine industries in India for more than three decades. The company is involved in various marine sectors, including hydrography, oceanography, surveillance systems, coastal security systems, engineering and marine surveying services.

• Sadaret Ltd has joined the Aquabotix distributor network as a representative for Aquabotix in the United Kingdom and Ireland to help the company better penetrate the UK and European regions. Sadaret specializes in the supply of survey and positioning equipment and services to a wide variety of markets, including marine and land survey, oceanography, precision agriculture, GIS data collection, vehicle telematics and ocean ecosystem management (OEM).

• Seafloor Systems has joined the Aquabotix distributor network as a representative for Aquabotix in California, Washington, Oregon and Alaska, in the U.S. With more than 20 years of experience in the hydrographic community, Seafloor Systems specializes in integrated hydrographic survey solutions, and has strong expertise in complete turnkey and integrated Multibeam and Single Beam solutions. Seafloor Systems maintains the U.S. Army Corps of Engineers, the United States Geological Survey (USGS), universities and survey companies as customers.

• A2 Marine Solution has joined the Aquabotix distributor network as a representative for Aquabotix in Brazil. With more than 15 years of experience, A2 Marine Solution focuses exclusively on solutions and equipment supply for hydrography applications, bathymetric surveys and precise positioning.

• W.S. Darley & Co. (“Darley”) has joined the Aquabotix distributor network as a representative for Aquabotix in the USA. Darley is a designer, manufacturer and distributor of defense and emergency services equipment, with a specialty in department of defense supply. Darley Defense is a contract vendor in Defense Logistics Agency’s (“DLA”) Tailored Logistics Support (“TLS”) Programs for both Fire & Emergency services Equipment and Special Operational Equipment. The TLS Programs allow authorised government agency customers to quickly and easily allocate funds to procure mission critical equipment and services.

• SBS Teknikk AS has joined the Aquabotix distributor network as a representative in the countries of Norway, Sweden and Denmark. SBS Teknikk specialises in the supply of specialist equipment and systems to the burgeoning Scandinavian aquaculture sector, including monitoring platforms, lights and sensors. They are a key supplier of ROVs to Marine Harvest ASA, one of the largest seafood companies in the world.

• ROMOR Atlantic Ltd., has joined the Aquabotix distributor network as a representative for Aquabotix in Canada to further extend the Company’s reach into the oceanographic, hydrographic and survey markets. ROMOR has over thirty years’ experience as a leading supplier of ocean instrumentation, mooring design and custom oceanographic solutions.

• Aquatech Services has joined the Aquabotix distributor network as representative for Aquabotix in Australia and New Zealand, specifically to focus on the diving market. Aquatech has over twenty-five years’ experience of servicing the diving community.

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• Aquabotix now has coverage in several important regions. Below is a visual representation of this coverage.

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Aquabotix’s global distributor network as at October 2017

• During the quarter, Aquabotix received and/or shipped several important orders, validating that its products are suitable for even the most discerning customers. These include an order from NASA’s Jet Propulsion Lab. NASA’s JPL ordered Aquabotix’s Endura 300, a 300-metre depth-rated commercial-grade remotely operated vehicle (“ROV”), and will be integrated with a range of specialist sensors. NASA will use the vehicle in its Ocean Worlds exploration program to create multidimensional maps of oceanic environs. The NASA Ocean Worlds program is undertaking ocean exploration on Earth, in order to, among other things, assist NASA with its search for the best-known candidates for life in the solar system.

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An Endura 300 in action
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• During the quarter, the Company booked orders from other notable clients during the period, including the United States Coast Guard and Kelly Slater Wave Co.

• The need for Aquabotix’s products was acutely demonstrated during the quarter by the aftermath of Hurricanes Harvey and Irma, which caused a substantial amount of damage to the offshore and marine infrastructure in the United States and the Caribbean. The Company is undertaking a series of initiatives with the view to equipping existing and new clients with specialist commercial-grade remotely operated vehicles (ROVs) that will be required to meet the increased demand for inspection, assessment and recovery activities as a result of damage caused by Hurricanes Harvey and Irma. Aquabotix is actively engaging with:

• Specialist distributors in Florida and the broader Gulf of Mexico region,

• Local and state governments,

• Existing and new U.S. federal customers, including the existing U.S. Coast Guard customer, and

• Existing oil and gas industry customers.

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An Endura 100 topside
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Market

• The United States Navy announced its first ever dedicated underwater drone unit in September 2017.

• During the quarter Lockheed Martin Ventures made a strategic investment in Ocean Aero, the developer of the Submaran unmanned maritime vehicle. The sum or valuation of the investment was not disclosed.

• Boeing made three separate investments between September and early October in the broader drone and autonomy space.

• Following the earlier acquisitions of Bluefin Robotics, Liquid Robotics, OceanServer Technology and Open Water Power by General Dynamics, Boeing and L3 Technologies, respectively, the Company is one of the very few independent unmanned underwater vehicle companies with a working and proven product remaining in the market.

Finance

• Cash receipts from customers for the quarter were $187,239, up from $35,592 in the previous quarter ended 30 June 2017, contributing to a lower net cash outflow in the quarter compared to the previous quarter.

• Revenue (unaudited) for the quarter was $302,546, as compared to $280,637 for the previous quarter.

• As at 30 September 2017, Aquabotix had a cash balance of $4,707,716 as outlined in the accompanying Appendix 4C.

• As at 30 September 2017, 45,000,000 Performance Shares are on issue. No performance share vesting, or conversion, milestones were met during the period.

	Performance shares on issue at start of period (A)	Performance Shares issued during the period (B)1	Performance Shares converted to UUV shares during the period (C)	Performance Shares cancelled during the period (D)	Performance Shares on issue at end of period (A)+(B)-(C)-(D)
Class A2	15,000,000	0	0	0	15,000,000
Class B3	15,000,000	0	0	0	15,000,000
Class C4	15,000,000	0	0	0	15,000,000
Total	45,000,000	0	0	0	45,000,000

1 Performance Shares were issued to all pre-IPO shareholders.

2 Each Class A Performance Share will vest into one fully paid ordinary share upon the Shares achieving a 30day volume weighted average price exceeding $0.30 and the Company securing no less than 20 paying customers of remotely operated underwater vehicles within 24 months of the date the Company is admitted to the Official List (Class A Milestone).

3 Each Class B Performance Share will vest into one fully paid ordinary share upon the Company achieving, in relation to its technology, $7,000,000 of cumulative revenue or $2,500,000 of annual revenue in any given twelve-month period, within 36 months of the date the Company is admitted to the Official List (Class B Milestone).

4 Each Class C Performance Share will vest into one fully paid ordinary share upon the Company achieving, in relation to its technology, $3,000,000 of cumulative earnings before interest and taxes (EBIT) or $1,000,000 of annual EBIT in any given financial year, within 36 months of the date the Company is admitted to the Official List (Class C Milestone).

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Further Information

Brendan Martin - Executive Director Email: investors@aquabotix.com Tel: +61 (0)2 8294 5360

About UUV Aquabotix Limited

Based in Sydney, Australia and Fall River, Massachusetts, USA, Aquabotix is an established underwater robotics company which manufactures and sells commercial and industrial-grade underwater drones and networked underwater cameras for commercial, high-end consumer and military applications. It is also one of very few companies worldwide offering commerciallyavailable hybrid underwater drones, which are capable of both autonomous and remote operation. The Company owns the intellectual property in a range of unmanned underwater vehicles and underwater camera products and is an early-mover in a nascent industry.

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+Rule 4.7B

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Appendix 4C

Quarterly report for entities subject to Listing Rule 4.7B

Introduced 31/03/00 Amended 30/09/01, 24/10/05, 17/12/10, 01/09/16

Name of entity

Name of entity	Name of entity	Name of entity
UUV Aquabotix Limited
ABN 52 616 062 072	Quarter ended (“current quarter”)
	30 September 2017
Consolidated statement of cash flows	Current quarter $A	Year to date (9 months) $A
1. Cash flows from operating activities 1.1 Receipts from customers 1.2 Payments for (a) research and development (b) product manufacturing and operating costs (c) advertising and marketing (d) leased assets (e) staff costs (f) administration and corporate costs 1.3 Dividends received (see note 3) 1.4 Interest received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Government grants and tax incentives 1.8 Other (provide details if material) 1.9 Net cash from / (used in) operating activities	187,239 (76,600) (192,177) (69,481) - (459,787) (301,790) - 9,564 - - -	461,436 (164,872) (436,246) (184,969) - (902,402) (686,297) - 23,793 (6,604) - -
	(903,032)	(1,896,159)

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Consolidated statement of cash flows	Current quarter $A	Year to date (9 months) $A
2. Cash flows from investing activities 2.1 Payments to acquire: (a) property, plant and equipment (b) businesses (see item 10) (c) investments (d) intellectual property (e) other non-current assets 2.2 Proceeds from disposal of: (a) property, plant and equipment (b) businesses (see item 10) (c) investments (d) intellectual property (e) other non-current assets 2.3 Cash flows from loans to other entities 2.4 Dividends received (see note 3) 2.5 Other (provide details if material) 2.6 Net cash from / (used in) investing activities	- - - - - - - - - - - - -	17,542 - - - - - 44,456 - - - (327,395) - -
	-	(300,347)
3. Cash flows from financing activities 3.1 Proceeds from issues of shares 3.2 Proceeds from issue of convertible notes 3.3 Proceeds from exercise of share options 3.4 Transaction costs related to issues of shares, convertible notes or options 3.5 Proceeds from borrowings 3.6 Repayment of borrowings 3.7 Transaction costs related to loans and borrowings	- - - - - - -	7,066,302 508,195 - (891,276) - - -

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Consolidated statement of cash flows	Current quarter $A	Year to date (9 months) $A
3.8 Dividends paid 3.9 Other (provide details if material) 3.10 Net cash from / (used in) financing activities	- -	-
	-	6,683,221
4. Net increase / (decrease) in cash and cash equivalents for the period 4.1 Cash and cash equivalents at beginning of quarter/year to date 4.2 Net cash from / (used in) operating activities (item 1.9 above) 4.3 Net cash from / (used in) investing activities (item 2.6 above) 4.4 Net cash from / (used in) financing activities (item 3.10 above) 4.5 Effect of movement in exchange rates on cash held 4.6 Cash and cash equivalents at end of quarter	5,683,660 (903,032) - - (72,912)	347,527 (1,896,159) (300,347) 6,683,221 (126,526)
	4,707,716	4,707,716
5,
5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts	Current quarter $A	Previous quarter $A
5.1 Bank balances 5.2 Call deposits 5.3 Bank overdrafts 5.4 Other (provide details) 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above)	1,369,633 3,338,183	1,786,829 3,896,831 - -
	4,707,716	5,683,660

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6. Payments to directors of the entity and their associates 6.1 Aggregate amount of payments to these parties included in item 1.2 6.2 Aggregate amount of cash flow from loans to these parties included in item 2.3 6.3 Include below any explanation necessary to understand the included in items 6.1 and 6.2	Current quarter $A
	151,251
	-
	transactions

7. Payments to related entities of the entity and their associates 7.1 Aggregate amount of payments to these parties included in item 1.2 7.2 Aggregate amount of cash flow from loans to these parties included in item 2.3 7.3 Include below any explanation necessary to understand the included in items 7.1 and 7.2	Current quarter $A
	-
	-
	transactions

8. Financing facilities available Add notes as necessary for an understanding of the position Total facility amount at quarter end $A Amount drawn at quarter end $A 8.1 Loan facilities Nil Nil 8.2 Credit standby arrangements Nil Nil 8.3 Other (please specify) Nil Nil 8.4 Include below a description of each facility above, including the lender, interest rate and whether it is secured or unsecured. If any additional facilities have been entered into or are proposed to be entered into after quarter end, include details of those facilities as well.	Total facility amount at quarter end $A	Amount drawn at quarter end $A
	Nil	Nil
	Nil	Nil
	Nil	Nil

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9. Estimated cash outflows for next quarter	9. Estimated cash outflows for next quarter	$A	$A
9.1 Research and development 9.2 Product manufacturing and operating costs 9.3 Advertising and marketing 9.4 Leased assets 9.5 Staff costs 9.6 Administration and corporate costs 9.7 Other (provide details if material) 9.8 Total estimated cash outflows		50,000 280,000 50,000 - 550,000 200,000 -
		1,130,000
10. Acquisitions and disposals of business entities (items 2.1(b) and 2.2(b) above)	Acquisitions		Disposals
10.1 Name of entity
10.2 Place of incorporation or registration
10.3 Consideration for acquisition or disposal
10.4 Total net assets
10.5 Nature of business

Compliance statement

• 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.

• 2 This statement gives a true and fair view of the matters disclosed.

30 October 2017 Sign here: ............................................................ Date: ............................................. Company secretary Anand Sundaraj Print name: .........................................................

Notes

1. The quarterly report provides a basis for informing the market how the entity’s activities have been financed for the past quarter and the effect on its cash position.

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• An entity that wishes to disclose additional information is encouraged to do so, in a note or notes included in or attached to this report.

• If this quarterly report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 107: Statement of Cash Flows apply to this report. If this quarterly report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standard applies to this report.

• Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.

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