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PACIFIC CURRENT GROUP LIMITED Annual Report 2018

Aug 30, 2018

65526_rns_2018-08-30_517a060a-96d1-4f96-b790-b00d3a6af628.pdf

Annual Report

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PACIFIC CURRENT GROUP LIMITED ABN 39 006 708 792

AND CONTROLLED ENTITIES

FINANCIAL INFORMATION FOR THE YEAR ENDED 30 JUNE 2018 PROVIDED TO THE ASX UNDER LISTING RULE 4.3A

Page 1 of 47

Rule 4.3A

Appendix 4E Preliminary Final Report

Name of entity

Pacific Current Group Limited

ABN : 39 006 708 792

1. Reporting period

Report for the financial year ended 30 June 2018 Previous corresponding period is 30 June 2017 the financial year ended

2. Results for announcement to the market

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

t A$’000s
Revenues from ordinary activities (item 2.1) Up 10.3% o 46,405
Net income from ordinary activities after tax t
attributable to members ( item 2.2 ) Up 237% o 93,196
Net income for the period attributable to t
members of the parent (item 2.3) Up 272% o 92,620
Dividends (item 2.4) Amount per Franked amount per
security security
Interim dividend - -
Final dividend 22 cents 100%
Record date for determining entitlements to 8 September 2018
the dividend (item 2.5)
Brief explanation of any of the figures reported above necessary to enable the figures to be
understood (item 2.6) :
Refer to results commentary on next page.
----- End of picture text -----

Page 2 of 47

Results Commentary

A copy of the financial report for the year ended 30 June 2018 is attached. Pacific Current Group Limited (PAC) and its controlled entities (Group) reflect the consolidation of results of the following entities:


of the following entities:
Pacific Current Group Limited (head company)
Aurora Investment Management Pty Ltd (Trustee of Aurora Trust) (100%)
Aurora Trust (100%)
Treasury Group Investment Services Ltd (100%)
Global Value Investors Ltd (100%)
Northern Lights MidCo, LLC (100%)
Northern Lights Capital Group, LLC (100%)
NLCG Distributors, LLC (100%)
Northern Lights Capital Partners (UK) Ltd (100%)
Aether Investment Partners, LLC (100%)
Seizert Capital Partners, LLC (100%)
Strategic Capital Investments, LLP (60%)

The Company generated net profit after tax attributable to members of the Group of $92.6m for the year ended 30 June 2018 (2017: net loss after tax of $53.8m). The net profit after tax of the Company as reported in the current year compared to the 30 June 2017 comparative result is shown in the table on the following page reconciling the underlying profit.

During the year, the results were impacted by one-off cash and non-cash items as listed in the table on the following page. Some of these include the gain on sale of IML and the corresponding tax as well as the liability related to S-class shares issued by Aperio.

Contributions from boutiques declined during the year. This was primarily due to the loss of IML earnings after PAC sold its ownership in IML to Natixis. The large proportion of these proceeds earned bank deposit returns during most of FY18 and were not reinvested until early FY19. Underlying EPS declined from 53.3c to 37.4c during FY18, reflecting both the reduction in contributions from boutiques as well as a 53% increase in weighted average number of shares outstanding during the year.

For the details, please refer to the attached unaudited Preliminary Final Report for the year ended 30 June 2018.

Page 3 of 47

Consolidated

Statutory net profit after tax attributable to the Group
Add/(deduct): Items that are non-recurring/non-cash
- Gain on sale of investments in IML and Goodhart
- Income tax expense in relation to the sale of IML
- Impairment of AFS investments, associates and goodwill
- Loss on revaluation of investment held at FVTPL
- Adjustment in deferred commitments
- Fair value adjustments
- Liability related to S-class shares issued by Aperio
- Loss on extinguishment of X-RPUs
- Amortisation of identifiable intangible assets
- Deal costs and other legal and tax expenses including expenses in relation to
sale of IML, Simplification and X-RPU restructuring (2017: Simplification)
- Long-term incentives amortisation
- Foreign currency losses
- Other expenses
- Share of non-controlling interests on the non-recurring/non-cash items
- GIC in relation to ATO tax payment arrangement
- Back-out Income tax (benefit) for non-recurring/non-cash items and
simplification accounting
Total
Underlying net profit after tax
Underlying earnings per share (in cents)
Statutory earnings per share (in cents)
2018
$
93,196,299
(105,031,329)
17,923,226
4,885,205
1,200,000
(496,108)
442,034
12,904,542
844,242
1,362,177
1,565,244
1,380,497
2,638,552
365,126
(576,273)
435,353
(15,201,807)
(75,359,319)
17,836,980
37.44
194.41

3. Income Statement (item 3)

Refer to the attached statement

4. Balance Sheet (item 4)

Refer to the attached statement

5. Statement of Cash Flows (item 5)

Refer to the attached statement

Page 4 of 47

6. Dividends (item 6)

.
Dividends(item 6)
Interim dividend – year ended 30 June 2018
Final dividend – year ended 30 June 2018
Date of payment Total amount of
dividend
-
15 October 2018 $10,481,321

Amount per security

Amount per security
Amount per
security
Franked
amount per
security at
30% tax
Amount per security
of foreign sourced
dividend
Total dividend:
Current year
Previousyear
22 cents 100% n/a
18 cents 100% n/a

Total dividend on all securities

Ordinary securities
(each class separately)
Preference securities
(each class separately)
Other equity instruments
(each class separately)
Total
Current period
$A'000
Previous
corresponding
Period -$A'000
10,481
n/a
n/a
8,576
n/a
n/a
**10,481 ** 8,576

Page 5 of 47

7. Details of dividend or distribution reinvestment plans in operation are described below (item 7) :

Not applicable.

The last date(s) for receipt of election notices for Not applicable participation in the dividend or distribution reinvestment plan

8. Statement of retained earnings (item 8)

Refer Note 26 in the attached 30 June 2018 Annual Report.

9. Net tangible assets per security (item 9)

Net tangible asset backing per ordinary
security
Current period Previous
corresponding period
(restated)
$5.20 $2.68

10. Details of entities over which control has been gained or lost during the period: (item 10)

Control gained over entities

NA Name of entities (item 4.1) Date(s) of gain of control (item 4.2)

Loss of control of entities

Name of entities (item 4.1) Date(s) of loss of control (item 4.2) Contribution to consolidated profit (loss) from ordinary activities after tax by the controlled entities to the date(s) in the current period when control was lost (item 4.3). Profit (loss) from ordinary activities after tax of the controlled entities for the whole of the previous corresponding period (item 4.3)

Page 6 of 47

11. Details of joint venture/associates

11.
Details of joint venture/associates
Name of associates % Securities held
Aether GPs 25.00
AlphaShares, LLC 36.53
Aperio Group, LLC 23.38
Blackcrane Capital, LLC 25.00
Capital & Asset Management Group, LLC 20.00
Celeste Funds Management Limited 27.48
Freehold Investment Management Limited 30.89
Northern Lights Alternative Advisors Ltd 29.87
ROC Group 17.59

Aggregate share of profits of joint venture/associates

Group’s share of associates/joint venture:
Profit/(loss) from ordinary activities before tax
Income tax on ordinary activities¹
Net profit/(loss) from ordinary activities after tax
Adjustments
Share of net profit/(loss) of associates/joint ventures:
2018
$’000
2017
$’000
(5,000)
626
24,895
(7,909)
(4,374)
-
16,986
-
(4,374) 16,986

1 The loss from associates in 2018 was driven by the recognition of the S class shares at Aperio that have been valued based on the sale price.

Page 7 of 47

12. Significant information relating to the entity’s financial performance and financial position.

Refer note on results commentary.

13. The financial information provided in the Appendix 4E is based on the annual financial report (attached), which has been prepared in accordance with Australian accounting standards (item 13) .

14. Commentary on the results for the period.

Refer note on results commentary.

15. Audit of the financial report

The financial report has not been audited.

==> picture [157 x 71] intentionally omitted <==

……………………………….

Mike Fitzpatrick Chairman

31 August 2018

Page 8 of 47

Pacific Current Group Limited and controlled entities ABN 39 006 708 792

Preliminary Final Report (unaudited) For the year ended 30 June 2018

Page 9 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

TABLE OF CONTENTS

Consolidated statement of profit or loss 1
Consolidated statement of other comprehensive income 2
Consolidated statement of financial position 3
Consolidated statement of changes in equity 4 – 5
Consolidated statement of cash flows 6
Notes to consolidated financial statements 7 – 37

Page 10 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

CONSOLIDATED STATEMENT OF PROFIT OR LOSS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

Note
Revenues

Revenue
1
Net gains on investments and financial liabilities
1
Expenses

Salaries and employee benefits
2
Impairment expense
2
Other expenses
2
Depreciation and amortisation expense
2
Interest expense
2

Share of net (losses)/profits of associates accounted for using the equity
method
2
Profit/(loss) before income tax expense
Income tax expense
Profit/(loss) for the year
Attributable to:
The members of the parent
Non-controlling interests
16
Earnings per share (cents per share):
- basic earnings/(loss) for the year attributable to ordinary equity
holders of the parent
- diluted earnings/(loss) for the year attributable to ordinary equity
holders of the parent
Franked dividends paid per share (cents per share) for the year
2018
$
46,404,657
102,987,087
149,391,744
(22,648,597)
(5,665,827)
(18,006,717)
(1,613,379)
(1,674,141)
(49,608,661)
(4,373,554)
95,409,529
(2,213,230)
93,196,299
92,620,026
576,273
93,196,299
194.41
194.41
22
2017
(restated)*
$ 42,076,742
3,532,658

45,609,400

(22,216,676)
(81,607,935)
(11,819,654)
(2,347,007)
(5,069,961)

(123,061,233)

16,986,429

(60,465,404)
(7,712,869)

(68,178,273)

(53,791,858)
(14,386,415)

(68,178,273)

(172.45)
(172.45)
18

The accompanying notes form part of these consolidated financial statements.

*The consolidated statement of profit or loss for the year ended 30 June 2017 has been restated. Refer to Notes 17 for the explanation.

  • 1 -

Page 11 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

Note
Profit/(loss) for the year
Other comprehensive income/(loss):
Reversal of the share on net fair value gain on AFS financial assets
derecognised during the year
14
Items that may be reclassified subsequently to profit or loss
Change in fair value of AFS financial assets, net of income tax
14
Share of net fair value gain on AFS financial assets of an associate
14
Exchange differences on translating foreign operations
14
Other comprehensive income for the year
Total comprehensive income/(loss)
Attributable to:
The members of the parent
Non-controlling interests
2018
$
93,196,299
-
-
24,853,422
-
12,015,708
36,869,130
36,869,130
130,065,429
129,493,757
571,672
130,065,429
2017
(restated)*
$ (68,178,273)
617,660

617,660

2,926,963
215,637
(6,791,386)

(3,648,786)

(3,031,126)

(71,209,399)

(56,874,438)
(14,334,961)

(71,209,399)

The accompanying notes form part of these consolidated financial statements.

*The consolidated statement of other comprehensive income for the year ended 30 June 2017 has been restated. Refer to Notes 17 for the explanation.

  • 2 -

Page 12 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED) AS AT 30 JUNE 2018

Note
Current assets
Cash and cash equivalents
4
Trade and other receivables
5
Loans and other receivables
6
Other assets
7
Total current assets
Non-current assets
Loans and other receivables
6
Other financial assets
8
Investments in associates
9
Intangible assets
10
Other assets, property and equipment
7
Total non-current assets
Total assets
Current liabilities
Trade and other payables
11
Financial liabilities
12
Provisions
Current tax liabilities
Total current liabilities
Non-current liabilities
Financial liabilities
12
Provisions
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Share capital
13
Reserves
14
Retained earnings
15
Total equity attributable to owners of the Company
Non-controlling interests
16
Total equity
2018
$
120,826,794
9,134,499
5,775,011
5,441,551
141,177,855
7,325,234
75,115,604
46,022,216
104,825,559
3,706,435
236,995,048
378,172,903
6,646,933
3,870,375
292,595
12,271,325
23,081,228
12,428,386
191,206
14,564,916
27,184,508
50,265,736
327,907,167
166,278,560
64,797,941
96,209,980
327,286,481
620,686
327,907,167
2017
(restated)*
$ 40,248,286
6,726,673
303,682
2,606,694
49,885,335
3,292,247
52,874,338
79,498,593
102,409,990
12,093,400
250,168,568
300,053,903
4,821,961
27,981,577
345,102
5,086,306
38,234,946
28,710,254
150,614
27,921,470
56,782,338
95,017,284
205,036,619
166,278,319
26,543,713
12,165,573
204,987,605
49,014
205,036,619
1 July
2016
(restated)*
$
23,781,878

8,193,029

-
2,017,151

33,992,058


5,295,915

60,812,382

92,044,454

175,790,348
8,360,008

342,303,107

376,295,165


13,291,376

21,874,929

236,468
15,171,248

50,574,021


73,939,097

175,268
12,153,674

86,268,039

136,842,060

239,453,105

74,556,705

28,504,228
(14,118,742)


88,942,191
150,510,914

239,453,105

The accompanying notes form part of these consolidated financial statements.

*The consolidated statement of financial position as at 30 June 2017 has been restated. Refer to Notes 17 for the explanation.

  • 3-

Page 13 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

Balance as at 1 July 2016
As previously reported
Impact of restatement

As restated

Loss for the year
Other comprehensive
income:
(i) Net movement in
investment revaluation
reserve net of income tax
(ii) Net movement in foreign
currency translation reserve
Total comprehensive
income for the year
Transactions with owners
in their capacity as owners:
(i) Issuance of ordinary
shares (Note 13)
(i) Recognition of non-
controlling interest (Note 16)
(ii) Dividends paid
(iii) Acquisition of non-
controlling interest (Note 13)
(iv) Share based payments
expensed (Note 14)
Total transactions with
owners in their capacity as
owners
Balance as at 30 June 2017*
Share Capital
$
74,556,705
-
74,556,705
-
-
-
-
91,721,614

-
-

-
-
91,721,614
166,278,319
Reserves
$
21,401,642
7,102,586
28,504,228

-

695,484
(3,777,654)
(3,082,170)

-

-

-

-
1,121,655
1,121,655
26,543,713
Retained
earnings
$
91,471,250
(105,589,992)
(14,118,742)
(53,791,858)

-
-
(53,791,858)
-
-
(1,406,298)
81,482,471
-
80,076,173
12,165,573
Non-controlling
interests
$
-
150,510,914
150,510,914

(14,386,415)

3,064,776
(3,013,732)
(14,335,371)

-

5,802,390

-
(141,928,919)
-
(136,126,529)
49,014

Total equity
$
187,429,597
52,023,508

239,453,105
(68,178,273)

3,760,260
(6,791,386)

(71,209,399)

91,721,614
5,802,390
(1,406,298)

(60,446,448)
1,121,655

36,792,913

205,036,619

The accompanying notes form part of these consolidated financial statements.

*The consolidated statement of changes in equity for the year ended 30 June 2017 has been restated. Refer to Notes 17 for the explanation.

  • 4 -

Page 14 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

Balance as at 1 July 2017
As previously reported

Impact of restatement
As restated
Profit for the year

Other comprehensive
income/(loss):
(i) Net movement in
investment revaluation
reserve net of income tax
(ii) Net movement in foreign
currency translation reserve
Total comprehensive
income for the year
Transactions with owners in
their capacity as owners:
(i) Issuance of ordinary
shares (Note 13)
(ii) Dividends paid
(iii) Share based payments
expensed (Note 14)
Total transactions with
owners in their capacity as
owners
Balance as at 30 June 2018*
Share capital
$

166,278,319
-
166,278,319
-
-
-
-
241
-
-
241
166,278,560
Reserves
$

7,958,207
18,585,506

26,543,713

-

24,853,422
12,020,309
36,873,731

-

-
1,380,497
1,380,497
64,797,941
Retained
earnings
$

100,693,841
(88,528,268)

12,165,573

92,620,026

-
-
92,620,026

-

(8,575,619)
(8,575,619)
96,209,980
Non-controlling
interests
$

253,809
(204,795)

49,014

576,273

-
(4,601)
571,672

-

-
-
-
620,686
Total equity
$

275,184,176
(70,147,557)


205,036,619

93,196,299

24,853,422
12,015,708

130,065,429


241

(8,575,619)
1,380,497

(7,194,881)

327,907,167

The accompanying notes form part of these consolidated financial statements.

*The consolidated statement of changes in equity for the year ended 30 June 2017 has been restated. Refer to Notes 17 for the explanation.

  • 5 -

Page 15 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

Note
Cash flow from operating activities
Receipts from customers
Payments to suppliers and employees
Dividends and distributions received
Interest received
Interest paid
Income tax paid
Net cash provided by operating activities
4(b)
Cash flow from investing activities
Proceeds from sale of associates
Repayment of loans by associates
Payments for the purchase of associates
Additional contributions to associates
Receipts of funds previously held in escrow
Increase in loans and receivables
Payments for the purchase of AFS investment
Proceeds from sale of AFS investment
Additional loans to associates
Payment for the purchase of plant and equipment
Net cash provided/(used in) by investing activities
Cash flow from financing activities
Proceeds from issuance of shares (net of transaction costs)
Proceeds from borrowing
Dividends paid
Repayments of financial liabilities
Net cash (used in)/provided by financing activities
Net increase in cash and cash equivalents held
Cash at beginning of the financial year
Unrealised foreign exchange difference in cash
Cash at end of financial year
4(a)
Non-cash investing and financing activities
Financing activities
4(c)
2018
$
36,904,020
(29,867,151)
18,585,663
1,075,396
(1,101,963)
(5,313,242)
20,282,723
110,065,290
3,675,825
(2,723,918)
(143,744)
6,513,770
(3,039,870)
(1,749,767)
-
-
(1,088,120)
111,509,466
241
-
(8,575,619)
(42,429,814)
(51,005,192)
80,786,997
40,248,286
(208,489)
120,826,794
-
**- **
2017
(restated)*
$ 38,743,496
(38,941,931)
12,325,421
953,109
(1,856,035)
(10,646,928)

577,132

8,802,078
1,864,984
(20,447,966)
(1,259,482)
-
-
(3,869,411)
1,664,052
(164,998)
(416,244)

(13,826,987)

31,275,166
12,820,533
(1,406,298)
(13,157,179)

29,532,222

16,282,367
23,781,878
184,041

40,248,286
66,242,567

66,242,567

The accompanying notes form part of these consolidated financial statements.

*The consolidated statement of cash flows for the year ended 30 June 2017 has been restated. Refer to Notes 17 for the explanation.

  • 6 -

Page 16 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 1: REVENUES
Revenue
- Fund management fee

- Service fees


Other revenue
- Dividends and distributions
- Dividends


- Interest income
- Related parties - associates

- Other persons/corporations


- Other income
- Commission revenue

- Retainer revenue

- Rental income

- Adjustment in deferred commitments
- Gain from termination of lease
- Sundry income


Total revenues

Net gains on investments and financial liabilities
- Gain on sale of investments (refer to Note 9(b))
- Loss on revaluation of financial assets at FVTPL
- Loss on redemptions and cancellation of X-RPUs
- Gain on revaluation of X-RPUs

- Others

Total net gains on investments/financial liabilities
2018
$
30,919,740
75,891
30,995,631
5,292,712
5,292,712
178,214
1,411,546
1,589,760
6,251,298
186,655
30,182
491,719
-
1,566,700
8,526,554
46,404,657
105,031,330
(1,200,000)
(844,243)
-
-
102,987,087
2017
(restated)
$ 32,593,953
74,113

32,668,066

2,270,317

2,270,317

656,236
374,483

1,030,719

1,956,595
259,824
77,906
1,498,567
779,724
1,535,024

6,107,640

42,076,742

486,750
(14,850,000)
-
17,845,924
49,984

3,532,658
  • 7 -

Page 17 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 2: EXPENSES AND SHARE IN PROFITS/(LOSSES)
Profit/(loss) before income tax has been determined after:
(a) Salaries and employee benefits:
- Salaries and employee benefits
- Share-based payment expense arising from equity-settled share-
based payment transactions
Total salaries and employee benefits
(b) Impairment expenses:
- Aether Investment Partners, LLC (Aether)1
- Blackcrane Capital LLC2
- Goodhart Partners, LLP2
- Global Value Investors Ltd (GVI)2
- Nereus Holdings LP (Nereus)3
- Northern Lights Alternative Advisors Ltd (NLAA)2
- Raven Capital Management LLC (Raven)2
- Seizert Capital Partners (Seizert)2
Total impairment expenses
(c) Other expenses:
- Accounting and audit fees
- Commission and marketing expenses
- Directors’ fees
- Insurance expenses
- Legal and compliance fees
- Net foreign exchange loss/(gain)
- Operating lease rental – minimum lease payments
- Payroll tax
- Share registry and ASX fees
- Travel and accommodation costs
- Other expenses
Total other expenses
2018
$

21,268,100
1,380,497
22,648,597
-
-
-
-
780,622
4,817,853
67,352
-
5,665,827
2,003,521
3,254,976
405,000
1,208,239
2,759,750
2,638,552
1,171,420
108,263
157,834
1,164,629
3,134,533
18,006,717
2017
(restated)
$ 21,095,021
1,121,655

22,216,676

51,318,027
3,699,459
14,564
245,932
7,647,989
2,404,121
417,705
15,860,138

81,607,935

1,934,363
180,624
476,777
1,348,492
3,803,844
(1,419,589)
1,473,405
83,435
219,427
2,073,734
1,645,142

11,819,654

1 In prior year, this was due to the fund size which was lower than originally expected.

2 For the current year, these were driven by delays in the receipt of Funds Under Advice for NLAA and change in discount rate from 8% to 9.03% to determine the net present value of future payments from Raven. In prior year, the other impairments were driven by FUM outflow, or delays in launching funds.

  • 3 This was due to the delay in the commissioning projects and the failure to secure additional projects in the time expected.

  • 8 -

Page 18 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 2: EXPENSES AND SHARE IN PROFITS/(LOSSES) (CONTINUED)
(d) Depreciation and amortisation expenses:
- Depreciation expense
- Amortisation of management rights
- Amortisation of client relationships
Total depreciation and amortisation expenses

(e) Interest expense:
- Notes payable - Seizert
- Unwinding of discount on the retention payments to RARE
- X-RPUs
- East West debt facility
- Other
Total interest expense
Total expenses
(f) Share of net (losses)/profits of equity accounted investments:
- Share in net (losses)/profits from associates
Total share of net (losses)/profits of equity accounted investments
2018
$
251,202
1,362,177
-
1,613,379
1,125,358
106,749
442,034
-
-
1,674,141
49,608,661
(4,373,554)
(4,373,554)
2017
(restated)
$ 303,355
1,886,099
157,553

2,347,007

1,569,243
191,413
1,443,020
1,856,035
10,250

5,069,961

123,061,233
16,986,429

16,986,429

NOTE 3: SEGMENT INFORMATION

(a) Reportable segments

Information reported to the Company’s Board of Directors as chief operating decision maker (CODM) for the purposes of resource allocation and assessment of performance is focused on the profit/(loss) after tax earned by each segment.

As at 30 June 2018, the Group’s reportable segments under AASB 8 ‘Operating Segments’ are as follows:

  • Core boutiques (include Seizert and Aether which are being consolidated; Aperio and IML as equity accounted investments and RARE as FVTPL investment).

  • Growth boutiques (include ROC Group and Blackcrane as equity accounted investments and EAM and GQG as AFS investments)

  • Other boutiques (Strategic Capital Investments, LLP (SCI)) which is consolidated and all other equity accounted investments)

Core boutiques include holdings in larger strategic partnerships with well established businesses with a relatively stable/growing earnings contribution.

Growth boutiques include smaller capital commitments compared to core boutiques. These are highly scalable opportunities, though generally riskier than core holdings. Early stage managers offer the ability for rapid growth and value creation.

Other boutiques vary considerably, same as early stage businesses, and contributes less earnings than Core boutiques.

  • 9 -

Page 19 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 3: SEGMENT INFORMATION (CONTINUED)

(b) Segment revenues and results

The following is an analysis of the Group’s revenues and results by reportable segments:

Core boutiques

Growth boutiques

Other boutiques


Central administration

Total per consolidated
statement of profit or loss
Central administration
consists of:
Gain on sale of IML¹

Gain on sale of Goodhart
Interest income
Commission and
distribution income
Loss on redemption and
cancellation of X-RPUs
Gain on revaluation of X-
RPUs
Gain from termination of
lease
Retainer revenue
Sundry
Salaries and employee
benefits expenses
Foreign exchange loss
Interest expense on X-RPUs
and subleases
Interest expense on East
West debt facility
Depreciation expense
Other operational expenses
Income tax
expense/(benefit)
Segment revenue
for the year
2018
2017
(restated)
$
$
29,939,91220,119,920
10,410,630
376,936
1,857,961
2,252,016
Segment revenue
for the year
2018
2017
(restated)
$
$
29,939,91220,119,920
10,410,630
376,936
1,857,961
2,252,016
Share of net profits of
equity accounted
investments for the year
2018
2017
(restated)
$
$
(6,080,945)15,463,545
439,457
363,450
1,267,934
1,159,434
Share of net profits of
equity accounted
investments for the year
2018
2017
(restated)
$
$
(6,080,945)15,463,545
439,457
363,450
1,267,934
1,159,434
Segment profit/(loss)
after tax for the year
2018
2017
(restated)
$
$

9,695,876(60,344,059)
13,746,268(8,328,251)
(3,644,993)
(5,680,499)
Segment profit/(loss)
after tax for the year
2018
2017
(restated)
$
$

9,695,876(60,344,059)
13,746,268(8,328,251)
(3,644,993)
(5,680,499)

42,208,503
107,183,241
22,748,872
22,860,528

(4,373,554)
-


16,986,429
-

19,797,151
73,399,148


(74,352,809)

6,174,536

149,391,744
45,609,400 (4,373,554)
16,986,429

93,196,299



(68,178,273)
104,292,733
738,597
1,012,700
260,390
(844,243)
-
-
-
1,723,064
-
-
-
-
-
-
-

-

-

457,788
1,950,597
-
17,845,924
779,724

259,824

1,566,671
-
-
-
-
-
-
-

-
-
-
-
-
-
-
-
-

-

-

-

-

-

-
-


-

-

-

-

-

-

-

-

-

-

-

-

-

-

-
-
104,292,733

738,597

1,012,700

260,930

(844,243)

-

-

-

1,723,064

(10,346,640)
(2,691,080)

(442,034)

-

(211,175)
(11,122,338)
(8,970,826)

-

-

457,788

1,950,597

-

17,845,924

779,724

259,824

1,566,671

(9,549,560)

-

(1,443,020)

(1,856,035)

(252,526)
(7,864,086)

4,279,235
107,183,241 22,860,528 - -
73,399,148



6,174,536

1 The gain on sale of IML and the related income tax expense is classified under central administration. The allocated income tax expense does not necessarily reconcile back to the income tax expense as per the profit and loss.

  • 10 -

Page 20 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 3: SEGMENT INFORMATION (CONTINUED)

(b) Segment revenues and results (Continued)

The accounting policies of the reportable segments are the same as the Group’s accounting policies. Segment profit represents the profit after tax earned by each segment without allocation of central administration costs. This is the measure reported to the CODM for the purposes of resource allocation and assessment of segment performance.

(c) Segment assets and liabilities

Segment assets at end of the
financial year
2018
2017
(restated)
$
$ Core boutiques
173,146,534210,233,713
Growth boutiques
63,722,515
39,939,654
Other boutiques

8,071,969
18,309,072
244,941,018268,482,439
Central administration
133,231,885
31,571,464
Total per consolidated statement of financial
position
378,172,903
300,053,903
Central administration consists of:
Cash and cash equivalents
112,960,112
23,221,622
Trade and other receivables
2,596,896
1,452,217
Current and non-current loan and receivables
10,093,666
-
Prepayments
831,262
1,224,226
Other receivables
4,329,937
3,917,420
Other current and non-current assets
1,020,972
1,289,448
Plant and equipment
1,399,041
466,531
Trade creditors, provisions and other payables

-
X- RPU liability

-
Current and non-current sublease liability

-
Current and non-current provision for annual
leave and long service leave

-
Provision for income tax

-
Net deferred tax assets/(liabilities)

-
133,231,885
31,571,464
Segment net assets at end of the financial year
Core boutiques
Growth boutiques
Other boutiques
Central administration
Total per consolidated statement of financial position
Segment assets at end of the
financial year
2018
2017
(restated)
$
$ Core boutiques
173,146,534210,233,713
Growth boutiques
63,722,515
39,939,654
Other boutiques

8,071,969
18,309,072
244,941,018268,482,439
Central administration
133,231,885
31,571,464
Total per consolidated statement of financial
position
378,172,903
300,053,903
Central administration consists of:
Cash and cash equivalents
112,960,112
23,221,622
Trade and other receivables
2,596,896
1,452,217
Current and non-current loan and receivables
10,093,666
-
Prepayments
831,262
1,224,226
Other receivables
4,329,937
3,917,420
Other current and non-current assets
1,020,972
1,289,448
Plant and equipment
1,399,041
466,531
Trade creditors, provisions and other payables

-
X- RPU liability

-
Current and non-current sublease liability

-
Current and non-current provision for annual
leave and long service leave

-
Provision for income tax

-
Net deferred tax assets/(liabilities)

-
133,231,885
31,571,464
Segment net assets at end of the financial year
Core boutiques
Growth boutiques
Other boutiques
Central administration
Total per consolidated statement of financial position
Segment assets at end of the
financial year
2018
2017
(restated)
$
$ Core boutiques
173,146,534210,233,713
Growth boutiques
63,722,515
39,939,654
Other boutiques

8,071,969
18,309,072
244,941,018268,482,439
Central administration
133,231,885
31,571,464
Total per consolidated statement of financial
position
378,172,903
300,053,903
Central administration consists of:
Cash and cash equivalents
112,960,112
23,221,622
Trade and other receivables
2,596,896
1,452,217
Current and non-current loan and receivables
10,093,666
-
Prepayments
831,262
1,224,226
Other receivables
4,329,937
3,917,420
Other current and non-current assets
1,020,972
1,289,448
Plant and equipment
1,399,041
466,531
Trade creditors, provisions and other payables

-
X- RPU liability

-
Current and non-current sublease liability

-
Current and non-current provision for annual
leave and long service leave

-
Provision for income tax

-
Net deferred tax assets/(liabilities)

-
133,231,885
31,571,464
Segment net assets at end of the financial year
Core boutiques
Growth boutiques
Other boutiques
Central administration
Total per consolidated statement of financial position
Segment liabilities at end of
the financial year
2018
2017
(restated)
$
$ 24,712,867
53,465,557
7,421,206
11,889,413
(229,639)
372,371
31,904,434
65,727,341
18,361,302
29,289,943
50,265,736
95,017,284
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,533,590
3,631,011
-
26,040,479
667,538
820,793
483,801
495,716
12,271,325
5,086,306
(594,953)
(6,784,362)
18,361,302
29,289,943
2018
2017
(restated)
$
$ 149,433,667
156,768,156
56,301,309
28,050,241
8,301,608
17,936,701
213,036,584
202,755,098
114,870,583
2,281,521
327,907,167
205,036,619
Segment liabilities at end of
the financial year
2018
2017
(restated)
$
$ 24,712,867
53,465,557
7,421,206
11,889,413
(229,639)
372,371
31,904,434
65,727,341
18,361,302
29,289,943
50,265,736
95,017,284
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,533,590
3,631,011
-
26,040,479
667,538
820,793
483,801
495,716
12,271,325
5,086,306
(594,953)
(6,784,362)
18,361,302
29,289,943
2018
2017
(restated)
$
$ 149,433,667
156,768,156
56,301,309
28,050,241
8,301,608
17,936,701
213,036,584
202,755,098
114,870,583
2,281,521
327,907,167
205,036,619

29,289,943
2017
(restated)
$ 156,768,156
28,050,241
17,936,701

202,755,098
2,281,521

205,036,619
  • 11 -

Page 21 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 3: SEGMENT INFORMATION (CONTINUED)
(d) Other segment information
Depreciation and amortisation of segment
Core boutiques

Growth boutiques

Other boutiques


Central administration

Total per consolidated statement of profit or loss
2018
$
1,399,366
-
2,839
1,402,205
211,174
1,613,379
2017
(restated)
$ 2,092,303
-
2,178

2,094,481
252,526

2,347,007

(e) Geographical information

2018 Core Growth Other Unallocated Total
boutiques boutiques boutiques
Revenues $ $ $ $ $
Australia 623,148
164,430

40,435
104,756,903 105,584,916
US 29,316,764
10,246,200

3,503

2,426,338
41,992,805
UK -
-

1,814,023

-
1,814,023
Share in net profits/(losses)
Australia 2,132,784
229,928

302,022

-
2,664,734
US (8,213,729)
209,529

545,216

-
(7,458,984)
UK -
-

420,696

-
420,696
Profit/(loss) after tax
Australia 2,649,183
394,358

301,957

86,823,652
90,169,150
US 7,046,693
13,351,910

(1,096,329)
(13,424,504) 5,877,770
UK -
-

(2,850,621)

-
(2,850,621)
2017 Core Growth Other Unallocated Total
boutiques boutiques boutiques
Revenues $ $ $ $ $
Australia (10,882,950)
376,936

765,600

19,257,679
9,517,265
US 31,002,870
-

838,423

3,602,849
35,444,142
UK -
-

647,993

-
647,993
Share in net profits/(losses)
Australia 10,467,447
363,450

403,312

-
11,234,209
US 4,996,098
-

(147,628)

-
4,848,470
UK -
-

903,750

-
903,750
  • 12 -

Page 22 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

2018 2017
(restated)
$ $

NOTE 3: SEGMENT INFORMATION (CONTINUED)

(e) Geographical information (Continued)

2017 Core Growth Other Unallocated Total
boutiques boutiques boutiques
Profit/(loss) after tax $ $ $ $ $
Australia 2,238,907
761,885

829,529

12,800,295
16,630,616
US (62,582,966)
(9,090,136)

(4,994,855)

(6,625,759)
(83,293,716)
UK -
-

(1,515,173)

-
(1,515,173)

Other than Australia and US, no other country represents more than 10% of revenue for the Group and its associates.

(f) Information about major customers

No individual customer represents more than 10% of revenue for the Group and its associates.

NOTE 4: CASH AND CASH EQUIVALENTS
Cash at bank and on hand1

Restricted cash2

2018
$
120,826,794
-
120,826,794
2017
$ 32,322,411
7,925,875

40,248,286

1 Cash at bank and on hand includes a term deposit amounting to $20 million that is maturing on 5 October 2018 and net of a bank overdraft amounting to $9,269,171.

2 The restricted cash refered to the cash held in escrow for the benefit of the Trust as part of the agreement when the Trustee issued the notes (Notes payable - Seizert) to the former owners of Seizert as part of the consideration for the acquisition by Midco for the equity interest in Seizert.

Under the promissory note, in the event the Trustee sells a material asset, or strategy or receives a distribution with respect to a sale of a material asset or strategy, then the Trustee will deposit the lesser of 1) Cash Obligations or (2) 10% of the net proceeds from such sale, up to the total amount of cash obligations, into an interest bearing separate account held for the benefit of the Trust. Cash obligations mean all obligations at the applicable time, less the amount of securities obligations, at the applicable time, in all cases minus any amounts set-off. The sale of the 75% of the equity previously held by the Trust in RARE in October of 2015 was considered a sale of a material asset.

On 12 August 2017, the restricted cash held in escrow amounting to US$6,083,938 was released and paid to the holders of Seizert notes payable as an initial payment on the notes.

(a) Reconciliation of cash

Cash at the end of the financial year as shown in the consolidated statement of cash flows is reconciled to the related items in the consolidated statement of financial position as follows:

Cash and cash equivalents

120,826,794

40,248,286

  • 13 -

Page 23 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 4: CASH AND CASH EQUIVALENTS (CONTINUED)
(b) Reconciliation of cash flow from operations with profit after income tax
Profit/(loss) from ordinary activities after income tax

Adjustments and non-cash items:

Dividends received from associates

Non-operating foreign exchange transactions

Impairment of assets

Share of net loss/(profit) from associates

Depreciation and amortisation expense

Share based payments

Non-operating interest expense

Non-operating lease expense

Minority interest non-cash distributions from the Trust

Write-off of plant and equipment

Net gains on investments

Adjustment in deferred commitments
Non-operating interest income

Changes in operating assets and liabilities:
(Increase)/decrease in trade and other receivables

Decrease/(increase) in other assets

Increase/(decrease) in trade and other payables

Increase/(decrease) in current tax liabilities

Net (increase) in deferred taxes

(Decrease)/increase in provisions

Cash flows from operating activities

(c) Non-cash investing and financing activities
Financing activities
Issuance of units in the Trust to the minority interests
Issuance of ordinary shares in exchange for the remaining units of the Trust
2018
$
93,196,299
13,365,545
7,160,502
5,665,827
4,373,554
1,613,379
1,380,497
548,783
30,215
-
-
(102,987,087)
(491,719)
(480,907)
(2,407,826)
288,176
1,824,971
7,185,019
(9,970,591)
(11,915)
20,282,723
-
-
**- **
2017
(restated)
$ (68,178,272)
10,055,104
(3,754,755)
81,607,935
(16,986,429)
2,347,007
1,121,655
3,213,926
882,494
5,796,119
595,333
(3,532,657)
(1,498,567)
(77,610)
1,466,356
(820,381)
(8,469,415)
(10,084,942)
6,810,251
83,980

577,132
5,796,119
60,446,448

66,242,567

(d) Bank facility

The Group has a bank facility of $15,000,000 of which $9,269,171 was utilised as at 30 June 2018.

  • 14 -

Page 24 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 5: TRADE AND OTHER RECEIVABLES
CURRENT

Trade receivables

Dividends receivable - associate
Sundry receivables

2018
$
8,595,658
72,594
466,247
9,134,499
2017
(restated)
$ 6,531,277
-
195,396

6,726,673

Trade receivables are non-interest bearing and generally on 30-day terms.

(a) Allowance for impairment loss

Trade and other receivables ageing analysis at 30 June is:

Not past due
Past due 31-60 days
Past due 61-90 days
Past due more than 91 days
Gross
2018
$
9,033,995
80,693
11,090
8,721
9,134,499
Gross
2017
$ 6,726,673
-
-
-
6,726,673
  • 15 -

Page 25 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 6: LOANS AND OTHER RECEIVABLES
CURRENT
Receivable due from other party1
Receivable from EAM Global investment team2
Loans receivable due from associates3
Advances to other related party4
NON-CURRENT
Receivable due from other party1
Receivable from EAM Global investment team2
Loans receivable due from associates3
2018
$
5,046,233
686,510
42,268
-
5,775,011
5,046,233
2,279,001
-
7,325,234
2017
(restated)
$ -
-
-
303,682

303,682
-
-
3,292,247

3,292,247

All amounts are not considered past due or impaired.

1 This is the retention amount held in escrow relating to the sale of IML.

2 On 21 February 2018, the Group provided financing of US$2,250,000 to the EAM Global management team a sixyear term loan with interest of 10% per annum to help the EAM Global management team to finance the repurchase of EAM equity from an outside shareholder.

3 The loans receivable from associates represent the loans to Alphashares and ROC. The loan to Alphashares bears a compounded interest rate of 7%. The loan to ROC had a maturity date of five (5) years from first drawdown date which was 29 May 2014 and interest rate of 8%. This was repaid in full as at 30 June 2018.

4 The advances to other related party of $303,682 had been received as at 30 June 2018. Interest rate on the advances was 8%.

  • 16 -

Page 26 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 7: OTHER ASSETS
CURRENT

Prepayments

Receivable from Raven1
Sublease receivable
Other current assets


NON-CURRENT
Receivable from Raven1
Sublease receivable
Security deposit - HSBC escrow account2

Other security deposits and assets

Plant and equipment
2018
$
2,159,726
2,836,021
269,786
176,018
5,441,551
1,493,916
533,010
-
280,468
1,399,041
3,706,435
2017
(restated)
$ 2,359,907
-
232,091
14,696

2,606,694
3,917,420
719,334
6,513,770
381,156
561,720

12,093,400

1 This is the earn-out component as part of the consideration on the sale of the investment in Raven on 14 October 2016. The earn-out is based on a percentage of the management fees earned by Raven on the new FUM. Payments will be calculated quarterly until the US$3,500,000 earn-out cap is met. The earn-out was discounted by using 9.03% (2017: 8%) rate to determine the net present value of the future payments from Raven.

2 Pursuant to and in connection with the Aurora Share Subscription and Assignment Deed, dated 28 July 2015, by and between Hareon Solar Singapore Private Limited (Hareon), the Trustee, Nereus Capital Investments (Singapore) Pte. Ltd (NCI), and Nereus, Holdings LP, (Nereus), the Trust agreed to make a contingent “Additional Contribution” to NCI of up to US$25,000,000. This Additional Contribution can be drawn by NCI only to fund the exercise of the Put Option, which is held by Hareon, when and if it is exercised. The exercise of the put option and the potential $25.0 million contingent additional contribution have been factored in the fair value calculation of Nereus. Pursuant to the Shareholders’ Deed, dated 28 July 2015, Hareon may put its Class H Shares back to NCI at the “Put Option Price” any time within 60 days following the sixth anniversary of the commissioning of the first solar project sponsored by NCI, which occurred in June 2016. NCI currently expects to redeem all Class H Shares in the next twelve months through the proceeds of a sale of the solar assets held by NCI. Nereus was accounted as AFS investment.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 8: OTHER FINANCIAL ASSETS
NON-CURRENT

Financial assets at FVTPL

Investment in RARE Infrastructure Ltd (RARE)1

AFS investments

Investment in EAM²

Investment in GQG3

Investment in Nereus4

Total available-for-sale financial assets

Total other financial assets
2018
$
21,500,000
10,128,893
43,486,712
-
53,615,604
75,115,604
2017
(restated)
$ 22,700,000
9,200,000
20,974,338
-
30,174,338

52,874,338

1 Investment held at FVTPL represents 10% interest in RARE subject to a two-year differentiated option pricing: call option by Legg Mason at a fixed multiple of RARE revenues or put option by the Trust at ‘fair market value’ and an earn-out arrangement. The fair value as at 30 June 2018 was based on midpoint valuation of the independent parties appointed by Legg Mason and the Group. The fair value as at 30 June 2017 was based on net present value of the discounted cash flows of this investment.

² EAM Investors, LLC (EAM), founded in July 2007 is organised as a California Limited Liability Company. EAM Global Investors LLC (EAM Global), founded in March 2014 is organised as a Delaware Limited Liability Company. EAM and EAM Global collectively (the EAM) comprise a privately-owned investment advisor with EAM and EAM Global each individually being registered with the U.S. Securities and Exchange Commission. EAM offers investment advisory services on a discretionary basis to mutual funds, private pools, pension and profit sharing plans, trusts, estates, and charitable organisations. Client relationship asset levels generally range between $5 million and $150 million. The EAM generates the majority of its revenues by providing advisory services to domestic customers. Fees for such services are asset based and as a result, the EAM’s revenues are variable and subject to market volatility.

On 21 February 2018, the Group acquired an additional 3.75% in EAM for a consideration of $750,000 and two deferred payments based on 2% and 1% of EAM’s gross revenues as at 31 March 2022 and 31 March 2023, respectively. Ownership in EAM has increased to 18.75%. The share of the deferred commitments were recorded as part of financial liabilities (refer to Note 12) with a balance of $2,045,000 as at 30 June 2018 (2017: $3,589,920).

3 GQG Partners, LLC (GQG) was formed on April 4, 2016 in the state of Delaware as a limited liability company. GQG is registered with the Securities and Exchange Commission as an investment advisor and provides investment advisory and asset management services to a number of investment funds and managed accounts for US and Non-US investors. The Company acts as investment manager for GQG Partners International Equity Fund, GQG Partners Global Equity Fund, GQG Partners Emerging Markets Equity Fund as well as two mutual funds that invest in global and emerging markets equities.

4 The Group owns interests in Nereus, a private equity firm based in India focused on renewable energy assets, and in NCI. The fair value as at 30 June 2018 was based on net present value of the discount cash flows of this investment. During the year and in the prior year, additional investments in Nereus were fully impaired.

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Page 28 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

2018 2017
(restated)
$ $
NOTE 9: INVESTMENTS IN ASSOCIATES
NON-CURRENT
Investments in associates 46,022,216 79,498,593
(a) Name of associates
Reportable Principal activity Ownership interest Place of
segments 2018% 2017 incorporation and
Associates % % operation
Aether GPs1 Other Funds Management 25.00 25.00 USA
AlphaShares, LLC2 Other Funds Management 36.53 36.53 USA
Aperio Group, LLC3 Core Funds Management 23.38 23.38 USA
Blackcrane Capital, LLC4 Growth Funds Management 25.00 25.00 USA
Capital & Asset Management Group, LLC5 Other Funds Management 20.00 - USA/UK
Celeste Funds Management Limited - Other Funds Management 27.48 27.48 Australia
ordinary shares6
Freehold Investment Management Other Funds Management 30.89 30.89 Australia
Limited – ordinary shares7
Goodhart Partners, LLP (UK)8 Other Funds Management - 18.81 USA/UK
Investors Mutual Ltd – ordinary shares9 Core Funds Management - 45.44 Australia
Northern Lights Alternative Advisors Ltd10 Other Funds Management 29.87 29.87 UK
ROC Group11 Growth Funds Management 17.59 17.59 Australia

1 Aether Real Assets GP I, LLC, Aether Real Assets GP II, LLC, Aether Real Assets GP III, LLC, Aether Real Assets III Surplus GP, LLC (collectively the Aether GPs) are the General Partners of Aether Real Assets I, L.P., Aether Real Assets II, L.P., Aether Real Assets III, L.P., and Aether Real Assets III Surplus, L.P. (collectively the Funds). The Aether GPs are responsible for the operation of the Funds and the conduct and management of its business.

2 AlphaShares, LLC provides investors with direct exposure to Chinese markets primarily through a series of China indexes.

3 Aperio, based in Sausalito, California is an investment management firm with highly customised index-based portfolios using Aperio’s expertise in tax management, factor tilts and passive investments. It is a pioneer in designing and managing custom portfolios to track index benchmarks or deliver targeted risk, factor, geographic, or industry exposures, customised to a client’s specific tax situation, values and/ or desired economic exposure. Aperio works with both taxable and tax-exempt investors to track a broad range of USA and international indexes. The Trust holds two of six board seats at Aperio. On 8 August 2018, the Group sold its interest in Aperio for a net proceeds of US$73,000,000 to Golden Gate Capital.

4 Blackcrane Capital, LLC is boutique asset management firm focusing on global and international equities.

5 Capital & Asset Management Group (CAMG) is a private infrastructure investment firm based in London and Washington DC. On 6 April 2018, the Group acquired 20% equity ownership in CAMG for an initial consideration of GBP1,500,000 with a capital commitment of up to GBP4,000,000.

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Page 29 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 9: INVESTMENTS IN ASSOCIATES (CONTINUED)

(a) Name of associates (Continued)

6 Celeste Funds Management Limited is an Australian equity manager with smaller company focus.

7 Freehold Investment Management Limited is a specialist investment manager focusing on Australian and global real estate and infrastructure sectors.

8 Goodhart Partners, LLP (UK) is a multi-boutique manager with investment strategies across global equities, Japan equities and emerging markets. On 26 January 2018, the Group sold its 18.81% interest in Goodhart to the members of Goodhart. The proceeds of US$2,384,599 were received following the approval of the sale by Financial Conduct Authority (FCA), the financial regulatory body in the United Kingdom (UK). This transaction has resulted in the recognition of a gain of US$572,430.

9 Investors Mutual Ltd provides a funds management capability specialising in Australian equities to both institutional and retail investors. At 30 June 2017, the Group held 40% equity stake in IML. The investment in IML was equity accounted for accounting purposes at 45.44% interest due to share options issued by IML to its employees that have not vested. On 3 October 2017, the Group sold its 40% legal interest on a fully diluted basis to Natixis Global Asset Management for $116,879,324 consideration that included $106,879,324 cash and $10,000,000 as retention that was held in escrow, with the $5,000,000 to be released after 18 months and the remaining $5,000,000 after 24 months. The escrow attracts a commercial rate of interest. The release of the escrow was subject to certain customary commercial commitments being met. This transaction has resulted in the recognition of a gain of $104,292,732.

10 Northern Lights Alternative Advisors Ltd is a strategic partner and financial advisory business for private companies, hedge funds and private equity.

11 ROC Group includes ROC Partners Pty Ltd, ROC Management Services Trust and ROC Partners (Cayman) Limited. ROC Partners is a leading alternative investment manager specializing in private equity in the Asia Pacific Region.

(b) Carrying amount of investments in associates
Beginning balance

Acquisition of an associate
Contribution to associates

Share of net (losses)/profits of associates

(Reversal)/share of unrealised gains of an associate

Dividends and distributions received/receivable

Sale of an investment in associate12
Impairment
Foreign currency movement

Balance at the end of the year

12Sale of Goodhart8and IML9(2017: sale of Raven):
Considerations received and receivable

Less: Carrying amount of investment on the date of sale

Gain recognised on the sale
2018
$
79,498,593
2,723,918
143,744
(4,373,554)
(237,925)
(13,365,545)
(15,033,960)
(4,817,853)
1,484,798
2017
(restated)
$ 92,044,454
-
1,259,482
16,986,429
111,910
(10,055,104)
(12,392,711)
(6,535,850)
(1,920,017)
79,498,593
12,688,387
12,392,711
295,676

46,022,216
120,065,290
15,033,960
105,031,330
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Page 30 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 10: INTANGIBLE ASSETS
Goodwill, net of impairment1

Other identifiable assets, at carrying amount
Brand and trademark
Management rights

Total other identifiable assets
Total intangible assets
2018
$
79,976,920
17,125,732
7,722,907
24,848,639
104,825,559
2017
(restated)
$ 77,158,732
16,520,031
8,731,227
25,251,258
102,409,990

(a) Cash-generating units (CGUs)

Goodwill

Allocation:
Aether2

Seizert3

79,976,920
43,640,517
36,336,403
77,158,732
42,097,044
35,061,688
79,976,920 77,158,732

1 These are the goodwill and other identifiable intangible assets related to the acquisition of Aether and Seizert that are denominated in US$ which are translated to AU$ every reporting period. The goodwill is assessed for impairment every reporting period. The goodwill was impaired in the prior year for $53,920,072.

2 Aether

The recoverable amount of Aether as a cash-generating unit is determined based on a value in use calculation which uses cash flow projections by Aether for the business which includes expected revenues from existing funds which are largely certain and anticipated new fund raising every two years. A ten-year discrete period was applied as it is believed that it is sufficient time for the business to be in steady state in terms of launching new funds based on the existing plan for the business. A weighted average discount rate of 13.7% (2017: 16%) was applied in the cash flow projections during the discrete period. In addition, a tax rate of 21% (2017: 35%) is applied. The tax benefits associated with the tax deductible amortisation of acquired intangibles in the assessed value was also included in the cash flow projections. The terminal growth rate of 4% (2017: 3%) was applied.

Management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cashgenerating unit.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 10: INTANGIBLE ASSETS (CONTINUED)

3 Seizert

The recoverable amount of this cash-generating unit is determined based on a value in use calculation which uses cash flow projections by Seizert for the business which includes expected revenues from existing funds (which are largely certain), as well as expectation of timing and size of funds to be launched covering a five-year period. A market growth rate of 5% (2017: 5%) per annum based on a relatively conservative estimate of prospective returns from the underlying asset classes. No new inflows until FY 2019 is assumed that is reflecting the stabilization of the funds and improved performance which has stemmed from recent inflows. Once stabilized, the fund is projected to have inflows of 6% based on its previous track record and further diversification of distribution sources from defined benefit funds into retail and other channels. A weighted average discount rate of 13.5% (2017: 13.5%) was applied in the cash flow projections during the discrete period. In addition, a tax rate of 21% (2017: 35%) is applied. The terminal growth rate of 4% (2017: 3%) was applied.

Management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cashgenerating unit.

The goodwill is assessed annually for impairment.

The following useful lives are used in the calculation of amortisation:

Brand and trademark Management rights Aether Not applicable 6.67 years Seizert Not applicable Not applicable

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Page 32 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 11: TRADE AND OTHER PAYABLES
CURRENT

Trade creditors

Other payables


NOTE 12: FINANCIAL LIABILITIES
CURRENT
Notes payable – Seizert1
Share of deferred commitments2
Sublease liability
X-RPUs3
NON-CURRENT
Notes payable - Seizert1
Sublease liability
Financial liability at FVTPL4
Share of deferred commitments2
2018
$
1,616,508
5,030,425
6,646,933
1,600,435
2,045,000
224,940
-
3,870,375
11,817,041
442,598
168,747
-
12,428,386
2017
(restated)
$ 214,429
4,607,532
4,821,961
-
1,732,353
208,745
26,040,479
27,981,577
26,240,639
612,048
-
1,857,567
28,710,254

1 Notes payable – Seizert

In November 2015, the Trust issued notes for A$20,226,070 (US$17,500,000) to the former owners of Seizert as part of the consideration for the acquisition by Midco for the equity interest in Seizert. The interest rate associated with the note equals the twelve-month LIBOR rate plus 5%.

The Trustee made payments to holders of Notes payable – Seizert an amount of $7,920,501 (US$6,083,938) and $6,471,009 (US$4,992,905) on 12 August 2017 and 30 November 2017, respectively. The current portion is due on 24 November 2018 and the non-current portion is due on 24 November 2019.

2 Share of deferred commitments

This represents the 40% share of the Trust for the deferred commitments to RARE in accordance with the side agreement amongst the former owners of RARE to lock in the employment of the investment team with RARE for a certain number of years. An 8% discount rate was applied to determine the net present value of this liability as at 21 October 2015. The amount of $1,160,000 and $885,000 are due in September 2018 and December 2018, respectively.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 12: FINANCIAL LIABILITIES (CONTINUED)

3 X-RPUs

As at 15 March 2017, the Trust resettled its X-PRUs. Before resettlement, full payment of the US$42 million face value of the X-RPUs was contingent on the performance of six previously held Northern Lights asset management firms, relative to two asset management firms previously owned by the Company before forming the Aurora Trust. The Settlement Transaction resulted in the new face value of this debt being a fixed amount of US$21 million, to be repaid on or before 31 March 2018, and will bear interest at a rate beginning at 10% per annum if not repaid by that date. A 7.25% discount rate was applied to determine the net present value of this liability as at 15 March 2017. The gain on revaluation of the instrument of $2,538,069 which was the difference between the fair value of the instrument as at 31 December 2016 and the net present value of $25,789,371 was recorded by the Trust on 15 March 2017 before the Trust was consolidated to the Company’s accounts.

On 28 September 2017, the Trustee redeemed and cancelled the X-RPUs. Repayment followed on 11 October 2017. A loss of $844,243 was recognised on the redemption and cancellation of X-RPUs.

4 Financial liability at FVTPL

This is the deferred payment on the acquisition of the additional 375 preferred units in EAM. This is based on the projected 2% and 1% of EAM’s gross revenues as at 31 March 2022 and 31 March 2023, respectively.

NOTE 13: SHARE CAPITAL
(a) Issued capital
Issued and fully paid ordinary shares
(b) Movements in ordinary shares on issue

Opening balance

Shares issued:
18 October 2017
13 April 2017
21 June 2017
Balance at end of the year
No of shares
47,642,330
37
-
-
37
47,642,367

2018
$ 166,278,319

241

-
-
241
166,278,560
2018
2017
(restated)
$
$ 166,278,560
166,278,319
2017
No of shares
$ 28,125,955
74,556,705
13,675,667
60,446,448
5,840,708
31,275,166
19,516,375
91,721,614
47,642,330
166,278,319
2018
2017
(restated)
$
$ 166,278,560
166,278,319
2017
No of shares
$ 28,125,955
74,556,705
13,675,667
60,446,448
5,840,708
31,275,166
19,516,375
91,721,614
47,642,330
166,278,319

60,446,448
31,275,166

91,721,614

166,278,319

Effective 1 July 1998, the Corporations legislation in place abolished the concepts of authorised capital and par value shares. Accordingly, the Company does not have authorised capital nor par value in respect of its issued shares.

On 23 June 2017, the Company completed an Institutional Placement to raise approximately $33 million at $5.65 per fully paid ordinary share. A total of 5,840,708 new shares were issued. Total transaction costs of $1,724,835 were deducted from the proceeds and capitalised against the share issue. The issue was fully underwritten and the new shares rank equally with existing shares and entitled to the final dividend for 2017. The proceeds of the placement were used to strengthen the balance sheet with the repayment of debt that was originally sourced to finance the second tranche of Aperio and to satisfy obligations on the deferred settlement with respect to Seizert. In addition, an accelerated payment was made with respect to the tax liability that had arisen due to the capital gain crystallised on the sale of RARE in October 2015.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 13: SHARE CAPITAL (CONTINUED)

On 13 April 2017, the Company acquired the remaining units in the Trust by issuing 13,675,667 ordinary shares to the non-controlling interests. The excess of the carrying value of the non-controlling interests acquired ($141,928,919) over the market value of the shares issued ($60,446,448) was credited to retained earnings for $81,482,471.

Rights of each type of share

Fully paid ordinary shares carry one vote per share and carry the right to dividends.

Capital management

The Company’s capital management policies focus on ordinary share capital. When managing capital, the board’s objective is to ensure the entity continues as a going concern as well as to maintain optimal returns to shareholders and benefits to other stakeholders.

During the year ended 30 June 2018, the Company paid dividends of $8,575,619 (2017: $1,406,298) and repaid financial liabilities amounting to $42,429,814 (2017: $13,157,179). The Board anticipates that the payout ratio is 50% a share of the underlying earnings of the Group. The Board continues to monitor the appropriate dividend payout ratio over the medium term.

The board is constantly reviewing the capital structure to take advantage of favourable cost of capital or high returns on assets. As the market is constantly changing, the board may change the amount of dividends to be paid to shareholders or conduct share buybacks.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 14: RESERVES
Investment revaluation reserve

Foreign currency translation reserve

Equity-settled employee benefits reserve


(a) Investment revaluation reserve
This reserve records the Group’s gain on its AFS investments.
_Movements_in reserve
Opening balance

Reversal of the share on fair value gain on AFS financial assets derecognised during
the year

Net fair value gain on AFS financial assets plus $3,385,963 income tax impact from
change of US tax rate from 35% to 21% (2017: $8,957,545 net of tax)

Share of net fair value gain on AFS financial assets of an associate

Share of non-controlling interests

Closing balance
2018
$
27,199,348
31,841,090
5,757,503
64,797,941
2,345,926
-
24,853,422
-
-
27,199,348
2017
(restated)
$ 2,345,926
19,820,781
4,377,006

26,543,713
1,650,442
617,660
2,926,963
215,637
(3,064,776)

2,345,926

(b) Foreign currency translation reserve

The reserve records the Group’s foreign currency translation reserve on foreign operations.

Movements in reserve
Opening balance

Exchange differences on translating foreign operations of the Group

Share of non-controlling interests
Closing balance
19,820,781
12,015,708
4,601
31,841,090
23,598,435
(6,791,386)
3,013,732

19,820,781

(c) Equity-settled employee benefits reserve

This reserve is used to record the value of equity benefits provided to employees and directors as part of their remuneration.

Movements in reserve
Opening balance

Share based payments expensed

Closing balance
4,377,006
1,380,497
5,757,503
3,255,351
1,121,655

4,377,006
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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 15: RETAINED EARNINGS
Retained earnings/(accumulated losses) at beginning of year

Net profit/(loss)

Acquisition of non-controlling interest

Dividends paid


NOTE 16: NON-CONTROLLING INTERESTS
2018
$
12,165573
92,620,026
-
(8,575,619)
96,209,980
2017
(restated)
$ (14,118,742)
(53,791,858)
81,482,471
(1,406,298)

12,165,573
Balance at beginning of year

Recognition of non-controlling interest
Share of profit/(losses) attributable to the non-controlling interests

Share of net movement in investment revaluation reserve

Share of net movement in foreign currency translation reserve

Acquisition of non-controlling interests1
Balance at end of the year
49,014
-
576,273
-
(4,601)
-
620,686
150,510,914
5,802,390
(14,386,415)
3,064,776
(3,013,732)
(141,928,919)

49,014

The non-controlling interests represents 40% (2017: 46%) in SCI.

1 On 13 April 2017, the Company acquired the remaining units in the Trust by issuing 13,675,667 ordinary shares to the non-controlling interests. The excess of the carrying value of the non-controlling interests acquired ($141,928,919) over the market value of the shares issued ($60,446,448) was credited to retained earnings for $81,482,471.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS

The Company previously accounted for the merger (the merger) with Northern Lights Capital Partners, LLC (NLCP) on 25 November 2014 as a divestment of its investments into a joint venture, the Trust. The Company previously accounted for its investment in the Trust as an equity method investment from 25 November 2014 to 12 April 2017 when the Company acquired the remaining interest in the Trust that it did not currently hold as at 12 April 2017. The Company previously accounted for the transaction on 13 April 2017 as a business combination applying the acquisition method under AASB 3 Business Combinations to its investment in the Trust at that date. Under the acquisition method of accounting, acquired assets and liabilities are measured at fair value and the excess of consideration paid over the fair value of the acquired net assets is accounted for as goodwill.

The Company has now restated its prior period consolidated financial statements to account for its investment in the Trust as a subsidiary with effect from the merger date on 25 November 2014. The principal impact of this restated accounting, which is discussed further below, is that the Company’s investments in certain subsidiaries and associates that were divested into the Trust continue to be recognised on a historic cost basis and the acquisition method of accounting is applied as at 25 November 2014 only to those investments that the Trust acquired from NLCP. Furthermore, as the Company is considered to have controlled the Trust from its acquisition on 25 November 2014, the transaction on 13 April 2017 whereby the Company acquired the 34.85% in the Trust that it did not previously own is now accounted for as a transaction between shareholders through shareholders’ equity in the restated consolidated financial statements.

As a result of consolidating the Trust from 25 November 2014, the following investments which were previously indirectly recognised through the equity method investment in the Trust have been directly recognised in the consolidated financial statements as follows:

  • As subsidiaries on a historic cost basis: GVI and TIS being those subsidiaries held by the Company at 25 November 2014 and divested into the Trust on merger;

  • As subsidiaries acquired from NLCP and fair valued using the acquisition method of accounting at 25 November 2014: Aether and Seizert;

  • As associates on a historic cost basis: Celeste, FIM, IML, RARE (until the majority interest was sold and the residual interest was treated as FTVPL) and ROC Group;

  • As associates acquired from NLCP: AlphaShares, Blackcrane, Goodhart, NLAA, Aether GPs;

  • As AFS: EAM and Nereus; and

  • Certain deferred tax assets and liabilities were recognised associated with these investments reflecting the tax status of certain US investments.

In addition to the adjustments arising from the accounting for the investments referred to above, the restatement also resulted in the Company directly recognising operational income and expenses that are recognised in the Trust and which were previously indirectly recognised in the equity accounting for the Trust.

Further, the tax status of the Group for US tax purposes had changed when the Company acquired the remaining units in the Trust held by the Class B unitholders in exchange for Company shares on 13 April 2017.

Midco, the US-domiciled subsidiary of the Trust was a pass-through vehicle and deemed a foreign partnership for US tax purposes. Upon full acquisition by the Company of the Trust, the Company became the ultimate entity liable for the tax obligations in the US. As a result, the net deferred tax liabilities on the underlying assets and liabilities of Midco were recognised. The deferred tax liabilities were based on the difference between the tax basis and book value of the underlying US assets and liabilities at 35% income tax rate.

The Company lodges the federal tax return in the US.

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PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

Consolidated Statement of Profit or Loss

The following tables disclose the impact of the restatement on the consolidated statement of profit and loss and the consolidated statement of other comprehensive income for the year ended 30 June 2017.

Revenue
Net gains on investments
Salaries and employee benefits
Impairment expenses
Other expenses
Depreciation and amortisation expense
Interest expense
Share of net (loss)/profits of joint venture/associates
(Loss)/profit before income tax expense
Income tax benefit/(expense)
(Loss)/profit for the year
30 June 2017 30 June 2017 Restated
$
Previously
Reported
$
16,040,058
4,517,149
20,557,207
(7,356,851)
(667,651)
(4,611,830)
(858,737)
(2,169,719)
(15,664,788)
11,393,895
16,286,314
(5,701,317)
10,584,997
Consolidation
Restatement
$
26,036,684
(984,491)
25,052,193
(14,859,825)
(80,940,284)
(7,207,824)
(1,488,270)
(2,900,242)
(107,396,445)
5,592,534
(76,751,718)
19,196,838
(57,554,880)
Tax
Restatement
$
-
-
-
-
-
-
-
-
-
-
-
(21,208,390) 1
(21,208,390)
42,076,742
3,532,658
45,609,400
(22,216,676)
(81,607,935)
(11,819,654)
(2,347,007)
(5,069,961)
(123,061,233)
16,986,429
(60,465,404)
(7,712,869)
(68,178,273)

1 The amount of the tax restatement consisted of the reversal of $8.1 million on the previously recognised deferred tax asset and recognition of $13.3 million as deferred tax liability on the Group’s US investments at 35% income tax rate. This was offset by $0.2 million relating to other temporary differences.

  • 29 -

Page 39 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)
Consolidated Statement of Profit or Loss (Continued)
Attributable to:
The members of the parent
Non-controlling interests
Earnings per share (cents per share):
-
basic earnings/(loss) for the year attributable to ordinary equity
holders of the parent
-
diluted earnings/(loss) for the year attributable to ordinary equity
holders of the parent
30 June 2017
Previously
Reported
$
10,628,889
(43,892)
10,584,997
34.08
34.08
Consolidation
Restatement
$
(43,212,357)
(14,342,523)
(57,554,880)
(138.54)
(138.54)
Tax
Restatement
$
(21,208,390)2
-
(21,208,390)
(67.99)
(67.99)
Restated
$
(53,791,858)
(14,386,415)
(68,178,273)
(172.45)
(172.45)

2 The amount of the tax restatement was a result of the Company’s acquisition of the remaining 34.85% interest in the Trust on 13 April 2017. The Company became the ultimate entity subject to US income tax on the underlying assets and liabilities of Midco, a US-based subsidiary of the Trust.

  • 30 -

Page 40 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)
Consolidated Statement of Other Comprehensive Income
(Loss)/profit for the year
Items that were reclassified to profit or loss
Reversal of the share on translating foreign operations derecognised
during the year
Reversal of the share on net fair value gain on AFS financial assets
derecognised during the year
Items that may be reclassified subsequently to profit or loss
Change in fair value of available for sale (AFS) financial assets
Share of net fair value gain on AFS financial assets of a joint
venture/associate
Exchange differences on translating foreign operations
Other comprehensive income/(loss) for the year
Total comprehensive (loss)/income
Attributable to:
The members of the parent
Non-controlling interests
30 June 2017
Previously
Reported
$
10,584,997
(12,745,725)
(5,467,897)
(18,213,622)
7,358,414
-
(3,709,882)
3,648,532
(14,565,090)
(3,980,093)
(3,936,201)
(43,892)
(3,980,093)
Consolidation
Restatement
$
(57,554,880)
12,745,7252
6,085,557
18,831,282
4,526,094)
215,637
(3,422,136)
1,319,595
20,150,877
(37,404,003)
(23,112,934)
(14,291,069)
(37,404,003)
Tax
Restatement
$
(21,208,390) 1
-
-
-
(8,957,545)3
-
340,6324
(8,616,913)
(8,616,913)
(29,825,303)
(29,825,303)
-
(29,825,303)
Restated
$
(68,178,273)
-
617,660
617,660
2,926,963
215,637
(6,791,386)
(3,648,786)
(3,031,126)
(71,209,399)
(56,874,438)
(14,334,961)
(71,209,399)
  • 31 -

Page 41 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

Consolidated Statement of Other Comprehensive Income (Continued)

  • 1 The amount of the tax restatement consisted of the reversal of $8.1 million on the previously recognised deferred tax asset and recognition of $13.3 million as deferred tax liability on the Group’s US investments at 35% income tax rate. This was offset by $0.2 million relating to other temporary differences.

  • 2 The previously recognised share in the joint venture foreign currency translation reserve and investment revaluation reserve were derecognised at point of obtaining control.

  • 3 Recognition of the deferred tax liability on the change in fair value of US AFS financial assets at 35% income tax rate.

  • 4 Recognition of the impact of the foreign exchange differences on the tax restatements.

Consolidated Statement of Financial Position

The following tables disclose the net impact of the restatement on the consolidated statement of financial position as at 1 July 2016 and 30 June 2017.

Previously under the equity method of accounting the Company accounted for the simplification on 13 April 2017 as a business combination and fair valued the acquired assets and liabilities of the Trust and recognised goodwill of $40.1 million for the excess of the fair value of its equity issued over the fair value of the assets and liabilities acquired. In its restated financial statements, the simplification transaction has been treated as an acquisition of non-controlling interests directly through equity rather than a business combination with the result that acquisition accounting was not applied at 13 April 2017 and consequently no fair value uplifts in the investment portfolio are recognised as at 13 April 2017. Notwithstanding that no acquisition accounting has been applied at 13 April 2017, various investment valuation reductions were taken at 13 April 2017 and such impairments continue to be reflected in the restated consolidated financial statements.

The principal impacts of not applying acquisition accounting at 13 April 2017 as discussed in the previous paragraph in the restated consolidated financial statements as at and for the period ended 30 June 2017 are as follows:

  • The statement of financial position for 2017 reflects the reversal of the increment in value of IML and Aperio that arose on the application of acquisition accounting in addition to the resetting of the carrying value of IML, Celeste, ROC to historic carrying values.

  • The retained earnings are affected by the loss recorded on the revaluation decrements in Aether and Seizert.

  • Deferred tax liabilities were adjusted in reflection of the restated carrying value of Australian investments and deferred tax assets and liabilities associated with the goodwill and other identifiable intangible assets relating to Aether and Seizert.

  • 32 -

Page 42 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES

ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

Consolidated Statement of Financial Position
(Continued)
Current assets
Cash and cash equivalents
Trade and other receivables
Loans and other receivables
Other assets
Total current assets
Non-current assets
Loans and other receivables
Other financial assets
Investments in a joint venture
Investments in associates
Intangible assets
Deferred tax assets
Other assets, property and equipment
Total non-current assets
Total assets
1 July 2016 Restated1
$
23,781,878
8,193,029
-
2,017,151
33,992,058
5,295,915
60,812,382
-
92,044,454
175,790,348
-
8,360,008
342,303,107
376,295,165
30 June 2017 30 June 2017 Restated
$
Previously
Reported
$
2,997,744
11,906,851
-
-
14,904,595
-
-
210,056,666

-
-
-
-
210,056,666
224,961,261
Consolidation
Adjustments
$
20,784,134
(3,713,822)
-
2,017,151
19,087,463
5,295,915
60,812,382
(210,056,666)1
92,044,4542
175,790,3483
-
8,360,008
132,246,441
151,333,904
Previously
Reported
$

40,248,286
6,846,038
303,682
2,374,603
49,772,609
3,292,247
52,874,277
-
188,974,745
64,846,258
-
12,325,491
322,313,018
372,085,627
Consolidation
Restatement
$

-
(119,365)
-
-
(119,365)
-
61
-
(109,476,152)2
37,563,7323
1,886,625
-
(70,025,734)
(70,145,099)
Tax
Restatement
$
-
-
-
-
-
-
-
-
-
-
(1,886,625)4
-
(1,886,625)
(1,886,625)
40,248,286
6,726,673
303,682
2,374,603
49,653,244
3,292,247
52,874,338
-
79,498,593
102,409,990
-
12,325,491
250,400,659
300,053,903

1 The Company previously accounted for its investment in the Trust as a joint venture upon acquisition of the initial interest of 61.22% (65.15% as at 31 December 2016 and 30 June 2017) originally measured at fair value on the date of acquisition and subsequently adjusted for the Company’s share of the Trust’s profit or loss, reserves and distributions received from the Trust. Under consolidation accounting, the investment in the joint venture is removed and the Trust is fully consolidated in the Company’s financial statements. Investments in subsidiaries, associates and other financial assets held directly by the Trust were previously indirectly recognised through the investment in joint venture.

  • 33 -

Page 43 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

  • 2 The Trust's equity accounted investments represented the Trust’s investments in associates at their fair values at acquisition date of $232.8 million on 25 November 2014 and subsequently adjusted under the equity accounted method for the Trust’s share of profits/losses and reserves and for distributions received from the associates. The fair values of all of the Trust’s investments in associates were originally determined at 25 November 2014 under the acquisition method of accounting which resulted in the carrying value of the investments in associates including goodwill and other identifiable intangible assets. The other identifiable intangible assets with finite lives were being amortised according to their expected lives with the amortisation taken up as a reduction in the share of profits or increase in the share of losses of the associates. In the restated consolidated financial statements, the investments in associates held by the Trust are recognised directly.

As discussed above, in the restated consolidated financial statements investments originally held by the Company and divested into the Trust on 25 November 2014 continue to be accounted for on a historic cost basis and only the associates acquired from NLCP are accounted for using the acquisition method at 25 November 2014. As result of certain investments in associates being accounted for on a historic cost basis in the restated consolidated financial statements as at 1 July 2016 and 30 June 2017 fair value uplifts within the Trust’s associates of $69.3 million and $68.3 million (of which $66.0 million for both periods relate to IML), respectively, and the related amortisation charges have been eliminated upon consolidation.

  • 3 The intangible assets of the Group consisted of goodwill of $187.3 million and other identifiable intangible assets of $38.7 million upon acquisition of its subsidiaries being Aether and Seizert on 25 November 2014. As at 1 July 2016, the intangible assets consisted of goodwill of $134.2 million and other identifiable intangible assets of $41.6 million, net of $85.2 million impairment and $35.0 million of foreign currency movement.

As at 30 June 2017, the intangible assets of the Group consisted of goodwill of $77.2 million and other identifiable intangible assets of $25.2 million, net of $81.6 million impairment and $8.2 million of foreign currency movement.

  • 4 The amount in the tax restatement column is a reversal of the net deferred tax assets position to deferred tax liabilities as a result of the $8.1 million previously recognised deferred tax asset and recognising the correct deferred tax liability.

  • 34 -

Page 44 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

Consolidated Statement of Financial Position
(Continued)
Current liabilities
Trade and other payables
Financial liabilities
Provisions
Current tax liabilities
Total current liabilities
Non-current liabilities
Financial liabilities
Provisions
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
1 July 2016 Restated1
$
13,291,376
21,874,929
236,468
15,171,248
50,574,021
73,939,097
175,268
12,153,674
86,268,039
136,842,060
239,453,105
30 June 2017 30 June 2017 Restated
$
Previously
Reported
$
2,000,884
-
236,468
14,157,614
16,394,966
-
175,268
20,961,430
21,136,698
37,531,664
187,429,597
Consolidation
Adjustments
$
11,290,492
21,874,929
-
1,013,634
34,179,055
73,939,0975
-
(8,807,756)6
65,131,341
99,310,396
52,023,508
Previously
Reported
$

4,821,961
27,981,577
345,102
5,069,098
38,217,738
28,710,254
150,614
29,822,845
58,683,713

96,901,451

275,184,176
Consolidation
Restatement

$


-
-

-

-

-

-
-

(29,822,845)
(29,822,845)


(29,822,845)


(40,322,254)
Tax
Restatement
$
-
-
-
17,208
17,208
-
-
27,921,4707
27,921,470
27,938,678

(29,825,303)
4,821,961
27,981,577
345,102
5,086,306
38,234,946
28,710,254
150,614
27,921,470
56,782,338
95,017,284
205,036,619

5 This includes the financial liabilities of the Trust made up of $25.5 million for Seizert Notes, $43.7 million for the X-RPU and $4.9 million for the share of retention payments to RARE.

6 The Company initially recognised a deferred tax liability based on the disposal of assets from the Company to the Trust at acquisition date. The fair value of the Company’s investment in the Trust was measured based on the fair value of the Trust's underlying assets and liabilities which were significantly higher than historic cost. This created a large deferred tax liability at original acquisition date. Under consolidation accounting, given the investments are required to be recognised at historic cost, the deferred tax liabilities are required to be remeasured on the same basis. The changes in the deferred tax liabilities relate to (a) the restating of the deferred tax position relating to assets (principally IML) being restated at historical cost and (b) the recognition of the deferred tax impact relating to the US goodwill and other identifiable intangible assets.

  • 35 -

Page 45 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

Consolidated Statement of Financial Position
(Continued)
Equity
Share capital
Reserves
Retained earnings/(accumulated losses)
Total equity attributable to owners of the Company
Non-controlling interests
Total equity
1 July 2016 Restated1
$
74,556,705

28,504,228
(14,118,742)

88,942,191

150,510,914
239,453,105
30 June 2017 30 June 2017
Previously
Reported
$
74,556,705
21,401,642
91,471,250


187,429,597

-

187,429,597
Consolidation
Adjustments
$
-
7,102,586
(105,589,992)
(98,487,406)
150,510,9148
52,023,508
Previously
Reported
$
166,278,319
7,958,207
100,693,841
274,930,367
253,809
275,184,176
Consolidation
Restatement
$

-
27,202,419
(67,319,878)
(40,117,459)

(204,795)

(40,322,254)
Tax
Restatement
$
-
(8,616,913)9
(21,208,390)
(29,825,303)
-

(29,825,303)
Restated
$
166,278,319
26,543,713
12,165,573
204,987,605
49,014
205,036,619

7 The amount in the tax restatement mainly consisted of the reversal $8.0 million on the previously recognised deferred tax asset, recognition of $13.0 million deferred tax liability on the Group’s US investments, $9.0 million deferred tax liability of the US AFS financial assets and net of reclassification of $1.9 million deferred tax assets to deferred tax liabilities.

8 This is the non-controlling interests of the Group determined upon formation of the Trust. In the restated consolidated financial statements, the initial equity contribution of the non-controlling interests at 25 November 2014 was $161.9 million, which was subsequently adjusted as at and for the periods ended 31 December 2016 and 30 June 2017 by the attribution of profit or loss and each component of other comprehensive income. As at 1 July 2016, the non-controlling interest was $150.5 million. On 13 April 2017, the Company acquired the remaining units in the Trust by issuing 13,675,667 ordinary shares to the non-controlling interests. In the restated consolidated financial statements this had been accounted for as a transaction between shareholders in their capacity as shareholders and the excess of the carrying value of the non-controlling interests acquired ($141.9 million) over the market value of the shares issued ($60.4 million) has been credited to retained earnings in the amount of $81.4 million.

9 The amount in the tax restatement column consisted of the $9.0 million deferred tax liability of the US AFS financial assets less $0.4 million of the impact of foreign currency translation.

  • 36 -

Page 46 of 47

PACIFIC CURRENT GROUP LIMITED AND CONTROLLED ENTITIES ABN 39 006 708 792

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE YEAR ENDED 30 JUNE 2018

NOTE 17: RESTATEMENT OF FINANCIAL STATEMENTS (CONTINUED)

Consolidated Statement of Cash Flows
Net cash provided/(used in) by operating activities
Net cash provided by/(used in) investing activities
Net cash (used in)/provided by financing activities
Net increase/(decrease) in cash and cash equivalents held
Cash at beginning of the financial year
Unrealised foreign exchange difference in cash
Add: Cash and cash equivalents from the acquired subsidiary through business combination
Cash at end of financial year
30 June 2017
Previously
Reported
$
(7,180,391)
1,400,649
16,446,868
10,667,126
2,997,744
184,041
26,399,375
40,248,286
Consolidation
Restatement
$
7,757,523
(15,227,636)
13,085,354
5,615,241
20,784,134
-
(26,399,375)
-
Restated
$
577,132
(13,826,987)
29,532,222

16,282,367
23,781,878
184,041
-
40,248,286
  • 37 -

Page 47 of 47