ORCODA LIMITED — Annual Report 2021

Aug 30, 2021

Appendix 4E

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Preliminary Final Report

Further information please About Orcoda Limited

contact:

Geoff Jamieson Orcoda Limited (ASX: ODA) is a leading Australian transport Logistics and transport services provider with Managing Director expertise in business efficiency and optimisation. We are operational efficiency specialists who supply best- +1300 672 632 in-class solutions that combine software, management expertise and contracting services, helping to make our clients among the most productive and cost-effective organisations in their respective industries.

Our clients come from a diverse array of industry sectors and include some of Australia’s largest companies operating in the resources and infrastructure, transport and logistics and healthcare sectors. Orcoda’s combined offering is focused on three key business sectors: healthcare, transportation and resources. We pride ourselves on enabling our clients to generate fast, accurate and reliable information, ensuring they are able to make the best business decisions the first time, every time and on time.

https://www.orcoda.co

RESULTS ANNOUNCEMENT TO THE MARKET

2021 Full Year Financial Results

(Based on accounts currently being audited)

1 Details of the reporting period and the previous corresponding period Reporting Period Financial Year Ending Previous Corresponding Period Financial Year Ending 2. Results for announcement to the market 2.1 The amount and percentage change up or down from the previous corresponding period of revenue from ordinary activities Total revenue in the reporting period Previous corresponding period – Total Revenue Percentage change up or down from the previous corresponding period of Revenue from ordinary activities 2.2 The amount and percentage change up or down from the previous corresponding period of profit (loss) from ordinary activities after tax attributable to members Total Profit/(Loss) in Reporting Period Previous corresponding period Percentage change up or down from the previous corresponding period of profit/ (loss) from ordinary activities after tax attributable to members 2.3 The amount and percentage change up or down from the previous corresponding period of net profit/(loss) for the period attributable to members Total Net Profit/(Loss) in Reporting Period Previous corresponding period Percentage change up or down from the previous corresponding period of net profit/ (loss) for the period attributable to members
	30 June 2021
	30 June 2020
	8,826,915
	1,834,473
	381%
	440,010
	(6,873,873)
	106%
	456,996
	(6,950,752)
	107%

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Appendix 4E

• 2.4 The amount per security and franked amount per security of final and interim dividend or a statement that it is not proposed to pay dividends

No dividends proposed relating to the reporting period.

• 2.5 The record date for determining entitlements to the dividends (if any)

Not applicable.

3. A statement of Comprehensive Income together with notes to the statements, prepared in compliance with AASB 101

Statement of Profit & Loss and other Comprehensive Income For the year ended 30 June 2021

Statement of Profit & Loss and other Comprehensive Income For the year ended 30 June 2021
Notes Continuing Operations Discontinued Operations Revenue - Operations 1 Other Income Expenses Employee benefits expense Material, installation and R&D expense Depreciation expense 2 Consultancy cost Share registration, regulatory and compliance cost Options & share based payments Rental & occupancy costs Travelling and accommodation costs Amortisation of intangible assets 2 Legal and associated costs Impairment Loss Other expenses Foreign currency gain Profit/(loss) before income tax from continuing operations Income tax benefit/(expense) Profit/(loss) after income tax from continuing operations Profit/(loss) after income tax from discontinued operations 13 Profit/(loss) for the year Other comprehensive income for the year Items that may be reclassified subsequently to profit or loss Foreign currency translation reserve Total comprehensive profit/(loss) for the year	Consolidated 2021 2020 $ $ 8,262,888 1,701,759 564,018 132,701 (2,262,523) (882,841) (2,984,991) (1,050,399) (390,624) (119,319) (772,489) (1,255,731) (252,179) (222,573) - (217,500) (335,182) (186,560) (398,874) (64,803) (27,955) (54,477) (27,738) (25,032) (236,126) (4,323,315) (676,996) (171,692) 6 487 461,235 (6,739,295) (4,677) - 456,558 (6,739,295) (16,548) (134,578)
	440,010 (6,873,873) 16,986 (76,879)
	456,996 (6,950,752)

Appendix 4E

Statement of Financial Position as at 30 June 2021

Total comprehensive income for the year attributable to: Continuing operations Discontinued operations Total comprehensive profit/(loss) for the year	456,558 (6,739,296) 438 (211,456) 456,996 (6,950,752)

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

4. A Statement of Financial Position together with notes to the statement. The Statement of Financial Position may be condensed but must report as line items each significant class of asset, liability, and equity element with appropriate sub-totals.

Notes Current Assets Cash and Cash Equivalents 3 Trade and Other Receivables 4 Other Financial Assets Other Assets 5 Total Current Assets Non-Current Assets Property Plant & Equipment 6.1 Right-of-use Assets 6.1 Intangible Assets 6.2 Investment in Associates Total Non-Current Assets TOTAL ASSETS Current Liabilities Trade and Other Payables 7 Provisions 8 Current Lease Liability Current Deferred Revenue 9 Financial Liability 10 Total Current Liabilities Non-Current Liabilities Future Lease Liability Deferred Revenue 9 Financial liability 10 Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS Equity Issued Capital Reserves Accumulated Losses TOTAL EQUITY	Consolidated 2021 2020 $ $ 2,370,914 1,371,549 2,354,081 211,286 100,000 159,000 586,374 458,019
	5,411,369 2,199,854
	3,054,859 33,348 342,510 674,991 8,713,117 6,708,030 54,765 -
	12,165,251 7,416,369
	17,576,620 9,616,223
	1,391,541 355,674 209,526 19,969 148,871 171,369 80,000 270,000 1,400,000 -
	3,229,938 961,252 205,935 520,070 200,000 894,413 1,095,835 -
	1,501,770 1,414,483
	4,731,708 2,231,495
	12,844,912 7,384,728
	100,359,319 95,356,131 (349,656) (37,387) (87,164,751) (87,934,016)
	12,844,912 7,384,728

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes

5a. A statement of changes in equity together with notes to the statement. The statement of changes in equity may be condensed but must comply with the disclosure requirements of AASB 101

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Appendix 4E

Statement of Changes in Equity For the year ended 30 June 2021

		Contributed		Reserves	Accumulated	Total
		Equity			Losses
		$		$	$	$
2020
	Balance at 1 July 2019	93,230,631		1,487,606	(82,725,757)	11,992,480
Comprehensive income:
Foreign Currency Translation			-	(76,879)	-	(76,879)
	Loss for the financial year		-	-	(6,873,873)	(6,873,873)
Total comprehensive income			-	(76,879)	(6,873,873)	(6,950,752)
Transactions with owners in their capacity as
owners:
	Shares issued during the period	2,250,000		-	-	2,250,000
	Cost of shares issued	(124,500)		-	-	(124,500)
	Options issued during period		-	217,500	-	217,500
	Options expired during period			(1,665,614)	1,665,614	-
	Balance at 30 June 2020	95,356,131		(37,387)	(87,934,016)	7,384,728
2021
	Balance at 1 July 2020	95,356,131		(37,387)	(87,934,016)	7,384,728
	Comprehensive income:
	Foreign Currency Translation		-	16,986	-	16,986
	Profit for the financial year		-	-	440,010	440,010
	Total comprehensive income		-	16,986	440,010	456,996
	Transactions with owners in
	their capacity as owners:
	Shares issued during the period	5,124,000		-	-	5,124,000
	Cost of shares issued	(120,812)		-	-	(120,812)
	Options expired during period			(329,255)	329,255	-
Balance at 30 June 2021		100,359,319		(349,656)	(87,184,751)	12,844,912
5b.	A Statement of Cash Flow together with notes to the statement.		The	Statement of	Cash Flow may be	condensed
	but must report as line items each significant form of cash flow		and	comply with	the disclosure requirements of
	AASB 107 Cash Flow Statements, or for foreign entities, the equivalent foreign accounting standard.

Notes Cash from operating activities: Receipts from customers (inclusive of GST) Payments to suppliers and employees (inclusive of GST) Research and development tax incentive receipt FY20 Proceeds from government grant Interest received Interest paid on lease liability Other interest and cost of finance paid Net cash inflow from/(used in) operating activities 11 Cash flows from investing activities: Net payments for acquisition of Betta group Proceeds from disposal of property plant and equipment Payments for property plant and equipment Proceeds from other financial assets Net proceeds from security bonds Net cash (outflow) from investing activities	Consolidated 2021 2020 $ $ 8,486,731 2,171,286 (8,589,096) (4,348,863) 458,437 415,206 20,000 - 6,563 504 (33,444) (28,606) (12,252) -
	336,939 (1,790,473)
	(959,624) - 227,800 - (70,528) (38,356) 59,000 (159,000) 2,555 -
	(740,797) (197,356)

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Appendix 4E

Statement of Cash Flows For the year ended 30 June 2021

Cash flows from financing activities: Proceeds from capital raisings Payments for capital raising cost Proceeds from borrowings Repayment of borrowings Principal repayments of lease liabilities Net cash provided by (used in) financing activities Cash at beginning of financial year Net increase/decrease in cash held Effect of foreign exchange Cash at end of financial year 3	1,342,000 2,250,000 (120,812) (124,500) 600,000 - (252,000) - (165,952) (91,231)
	1,403,236 2,034,269
	1,371,549 1,325,148 999,378 46,440 (13) (39)
	2,370,914 1,371,549

The above Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes

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Appendix 4E

Notes to Sections 3, 4 & 5

1. Revenue

From continuing operations

Revenue

Services Revenue Research & Development tax incentive Total

Consolidated	Consolidated
2021	2020
$	$
7,647,419	1,271,763
615,469	429,995
8,256,888	1,701,759

2. Operating profit (loss) From continuing operations

Operating profit (loss)
From continuing operations Net profit (loss) and expenses Profit (loss) before income tax includes the following specific expenses: Depreciation Plant and equipment Right-of-use assets Amortisation Software Business Valuation Cost Total amortisation	Consolidated 2021 2020 $ $ (208,532) (19,773) (182,092) (99,546)
	(390,624) (119,319) (19,800) (54,477) (8,155) -
	(27,955) (54,477)

3. Current assets - Cash and cash equivalents

Cash at bank and on hand 4. Current assets - Trade and other receivables Trade debtors Sundry debtors 5. Current assets - Other assets Research & Development tax incentive receivable Prepayments	Consolidated 2021 2020 $ $ 2,370,914 1,371,549
	2,073,519 142,622 280,562 68,664
	2,354,081 211,286
	515,269 429,995 71,105 28,024
	586,374 458,019

6. Non-current assets 6.1 Property, plant and equipment

Non-current assets Property, plant and equipment
Plant and equipment At cost Less: Accumulated depreciation Total plant & equipment Right-of-use Assets At cost Less: Accumulated depreciation Total Right-of-use Assets	Consolidated 2021 2020 $ $ 3,339,760 149,050 (284,901) (115,702)
	3,054,859 33,348
	492,433 774,537 (149,923) (99,546)
	342,510 674,991

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Appendix 4E

6.2 Intangible assets

Intangible Assets At cost Less: Accumulated amortisation Less: Impairment of intangible assets Total Intangible Assets 7. Current liabilities - Trade and other payables Trade payables Other payables 8. Current liabilities - Provisions Employee benefits – annual leave Employee benefits – long service leave 9. Deferred Revenue Current Deferred Revenue Future Deferred Revenue 10. Financial liabilities Short term borrowings Current proportion of cash earn-out being a part of the consideration for acquiring Betta Total current financial liability Non-current proportion of cash earn-out being a part of the consideration for acquiring Betta Funds owing from Betta to Geoffrey Williams Total non-current financial liability Reconciliation of operating profit/(loss) after income tax to net cash inflow from operating activities Operating profit (loss) after income tax Depreciation and amortisation Income tax expense Write off of accrual Equity based payment Foreign exchange differences Doubtful debt written off Impairment loss Adjustment for R&D Adjustment for asset sale		Consolidated 2021 2020 $ $ 13,448,008 11,186,994 (175,450) (155,650) (4,559,441) (4,323,314)
		8,713,117 6,708,030
		Consolidated 2021 2020 $ $ 818,089 231,436 573,452 124,238
		1,391,541 355,674
		Consolidated 2021 2020 $ $ 201,033 14,094 8,493 5,875
		209,526 19,969
		Consolidated 2021 2020 $ $ 80,000 270,000 200,000 894,413
		280,000 1,164,413
		Consolidated 2021 2020 $ $ 400,000 - 1,000,000 -
		1,400,000 -
		500,000 - 595,835 -
		1,095,835 -
		Consolidated 2021 2020 $ $ 440,010 (6,873,873) 418,579 174,811 4,677 (58,606) (35,090) - 217,500 16,986 (76,346) - (37,359) 236,126 4,418,311 51,759 (14,789) 77,838 -

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Appendix 4E

Change in operating assets and liabilities

(Increase)/decrease in trade and other receivables (Increase)/decrease in inventories (Decrease)/increase in trade creditors (Increase)/decrease in prepayments (Decrease)/increase in provisions and deferred revenue Net cash inflow from (used in) operating activities	(2,142,795) (176,240) - 86,348 1,145,889 56,614 (43,081) (169,975) 189,557 639,615
	336,939 (1,790,473)

12.

The results of segments that are significant to an understanding of the business as a whole.

(a) Description of segments

The consolidated entity has identified its operating segments based on internal reports that are provided to the Board of Directors on a regular basis.

The consolidated entity identified three operating segments - Transport Logistics, Resource Logistics and Healthcare Logistics. E-commerce segment refers to the former business operation in China, which has been ceased, hence there were no revenues in the current period for that segment.

Pursuant to acquisition of the Betta Group of Companies, the consolidated entity identified Betta as a part of the Resource Logistics division, therefore Betta has been included in the Resource Logistics segment from December 2020 onwards.

(b) Segment information

The below segment summary shows operating results (including R&D incentive income) and assets and liabilities by segm

For the year ended			Consolida
30 June 2021
	Transport	Resource	Healthcare	E-commerce	Total
	logistics	logistics	logistics
	$	$	$	$	$
Segment revenues	1,558,006	6,409,237	851,992	-	8,819,235
Segment profit / (loss)	51,657	1,336,367	(62,257)	(16,548)	1,309,209
For the year ended			Consolidated
30 June 2020
	Transport	Resource	Healthcare	E-commerce	Total
	logistics	logistics	logistics
	$	$	$	$	$
Segment revenues	965,007	166,318	702,644	-	1,833,969
Segment profit / (loss)	(360,054)	(142,195)	(788,436)	(134,578)	(1,425,263)

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Appendix 4E

Reconciliation of reportable segment revenue to consolidated revenue

Total segment revenue Interest and other income Total revenue Disclosed as: Revenue from continuing operations Revenue from discontinued operations (see Note 13) Total revenue Reconciliation of reportable segment loss to consolidated loss Total gain/(loss) for reportable segments Corporate costs Profit (Loss) after income tax Disclosed as: Profit/(loss) from continuing operations Gain/(loss) from discontinued operations (see Note 13) Profit (loss) after income tax for the year Consolidated Transport logistics Resource logistics Healthcare logistics $ $ $	Total segment revenue Interest and other income Total revenue Disclosed as: Revenue from continuing operations Revenue from discontinued operations (see Note 13) Total revenue Reconciliation of reportable segment loss to consolidated loss Total gain/(loss) for reportable segments Corporate costs Profit (Loss) after income tax Disclosed as: Profit/(loss) from continuing operations Gain/(loss) from discontinued operations (see Note 13) Profit (loss) after income tax for the year Consolidated Transport logistics Resource logistics Healthcare logistics $ $ $	Total segment revenue Interest and other income Total revenue Disclosed as: Revenue from continuing operations Revenue from discontinued operations (see Note 13) Total revenue Reconciliation of reportable segment loss to consolidated loss Total gain/(loss) for reportable segments Corporate costs Profit (Loss) after income tax Disclosed as: Profit/(loss) from continuing operations Gain/(loss) from discontinued operations (see Note 13) Profit (loss) after income tax for the year Consolidated Transport logistics Resource logistics Healthcare logistics $ $ $		2021 2020 $ $ 8,819,235 1,833,969 7,680 504
				8,826,915 1,834,473
				8,826,906 1,834,460 9 13
				8,826,915 1,834,473
				2021 2020 $ $ 1,309,209 (1,425,263) (869,199) (5,448,610)
				440,010 (6,873,873)
				456,558 (6,739,295) (16,548) (134,578)
				440,010 (6,873,873)
				E-commerce Total $ $ 1,504 6,658,950 4,177 1,425,202 (16,250) 2,830,510 (4,441) 2,045,195 2021 2020 $ $ 6,658,950 1,425,202 10,917,670 8,191,021
Segment assets 30 June 2021 438,244 5,858,678 360,524 30 June 2020 343,685 132,717 944,623 Segment liabilities 30 June 2021 147,403 2,258,014 441,343 30 June 2020 145,604 113,128 1,790,904 Reconciliation of reportable segment assets to consolidated assets Reportable segment assets Unallocated Assets Total Assets Reconciliation of reportable segment liabilities to consolidated liabilities Reportable segment liabilities Unallocated Liabilities Total Liabilities
				17,576,620 9,616,223
				2021 2020 $ $ 2,830,510 2,045,195 1,901,198 186,300
				4,731,708 2,231,495

13. Discontinued operations

(a) Description

The consolidated entity has classified its e-Commerce business operations in China as held for sale as the business is not in alignment with the consolidated entity’s core business proposition. Consequently, the financial statements for the year ended 30 June 2021 present the performance of this business as discontinued operations in the Statement of profit or loss and other comprehensive income.

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Appendix 4E

(b) Financial performance information

Revenue-operations Other Income Expenses Employee benefits expense Depreciation expense Consultancy costs ASIC, audit & tax Rental & occupancy Travelling & accommodation Impairment loss Other expense Gain/(Loss) for the period Income tax benefit / (expense) Gain/(Loss) from discontinued operations (c) Cash Flow information Net cash from / (used in) operating activities Net cash from investing activities Net cash from financing activities Effect of foreign exchange	Consolidated 30 Jun 2021 30 Jun 2020 $ $ - - 9 13	Consolidated 30 Jun 2021 30 Jun 2020 $ $ - - 9 13
		9 13 (1,371) (8,569) - (1,014) (13,789) (14,562) (895) (6,252) - (6,492) - (137) - (94,996) (502) (2,569)
		(16,557) (134,591)
		(16,548) (134,578) - -
		(16,548) (134,578)
		30 June 2021 30 June 2020 $ $ (2,660) (9,085) - - - - (13) (39)
		(2,673) (9,124)

(d) Assets of disposal groups classified as held for sale

Assets of the disposal group classified as held for sale comprises Inventories relating to the e-Commerce business, which was impaired as at 30 June 2020.

(e) Liabilities directly associated with assets held for sale

The liabilities in relation to e-Commerce business is nil as at 30 June 2021.

14. Details of individual and total dividends or distributions and dividend or distribution payments. The details must include the date on which each dividend or distribution is payable and (if known) the amount per security of foreign sourced dividend or distribution.

No payments made.

15. Details of any dividend or distribution reinvestment plans in operation and the last date for the receipt of an election notice for participation in any dividend or distribution reinvestment plan.

No plans approved.

16. A statement of retained earnings showing movement

See Consolidated Statement of Changes in Equity

17. Net tangible assets per security with the comparative figure for the previous corresponding period.

Reporting Period Cents Previous Corresponding Period Cents	2.799
	1.802

18. Any other significant information needed by an investor to make an informed assessment of the entity’s financial performance and financial position.

Effective 1 December 2020, Orcoda Limited acquired 100% of the ordinary shares of Betta Group of Companies Qld Pty Ltd., because it significantly adds value and efficiency to the business and will optimise the outcome of major infrastructure projects and enables the company to deliver better value for our customers.

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Appendix 4E

19. For foreign entities, which set of accounting standards is used in compiling the report (e.g. International Accounting Standards).

Not applicable.

20. Commentary on results for the period

Nil

20.1	The earnings per security and the nature of any dilution aspects
		Consolidated
	Consolidated	2021	2020
		cents	cents
	Earnings per share (basic and diluted) from continuing operations	0.35	(6.14)
	Earnings per share (basic and diluted) from discontinued operations	(0.01)	(0.12)
	Earnings per share (basic and diluted) for loss attributable to owners of	0.34	(6.28)
	Orcoda Limited

20.2 Returns to shareholders including distributions and buy backs.

None made.

21. Any other factors which have affected the results in the period, or which are likely to affect results in the future, including those where the effect could not be quantified.

COVID-19 had an impact on operations which caused a reduction in revenue across operations, with the largest impact being in healthcare where our aged and disability transport was significantly affected. The Mt Buller contract is being affected by COVID-19 restrictions though during the snow season. During the period when restrictions were lifted, the Mt Buller contract produced positive returns.

22. A statement as to whether the report is based on accounts which have been audited or subject to review, are in the process of being audited or reviewed, or have not yet been audited or reviewed

The financial information contained in the Appendix 4E is based on the consolidated financial statements which are in the process of being audited by BDO Australia.

_______ Geoffrey Jamieson Managing Director

Date: 31 August 2021 Brisbane

This Preliminary Financial Report (Appendix 4E) is approved for release by the Board of Directors.

MELBOURNE BRISBANE Unit 305 Unit 139 Navigator Place 434 St Kilda Road Hendra, Brisbane Melbourne QLD 4011 VIC 3004 Ph: 1300 672 632 Ph: 1300 672 632

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