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ROCKETDNA LTD. — Interim / Quarterly Report 2023
Aug 24, 2023
65709_rns_2023-08-24_4dc022e8-7c95-40de-8faf-ea5b866baafe.pdf
Interim / Quarterly Report
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RocketDNA Ltd (Formerly Delta Drone International Limited) Appendix 4D Half-year report
1. Company details
Name of entity: RocketDNA Ltd ABN: 17 618 678 701 Reporting period: For the half-year ended 30 June 2023 Previous period: For the half-year ended 30 June 2022
2. Results for announcement to the market
| $ | |||
|---|---|---|---|
| Revenues from ordinary activities | up | 6.4% to | 3,006,580 |
| Loss from ordinary activities after tax attributable to the owners of | |||
| RocketDNA Ltd | down | 8.0% to | (771,558) |
| Loss for the half-year attributable to the owners of RocketDNA Ltd | down | 8.0% to | (771,558) |
Dividends
There were no dividends paid, recommended or declared during the current financial period.
Comments
Further explanation of the results is contained in the attached announcement and interim financial report
3. Net tangible assets
| Net tangible assets per ordinary security | Reporting period Cents 0.67 |
Previous period Cents 0.87 |
|---|---|---|
4. Control gained over entities
Not applicable.
5. Loss of control over entities
Not applicable.
6. Dividends
Current period
There were no dividends paid, recommended or declared during the current financial period.
Previous period
There were no dividends paid, recommended or declared during the previous financial period.
7. Dividend reinvestment plans
Not applicable.
RocketDNA Ltd (Formerly Delta Drone International Limited) Appendix 4D Half-year report
8. Details of associates and joint venture entities
Not applicable.
9. Foreign entities
Details of origin of accounting standards used in compiling the report:
All foreign entity accounting information is prepared using, and complies with, International Financial Reporting Standards (IFRS).
10. Audit qualification or review
This report is based on accounts that have been subject to an audit review. The Auditor has issued an Independent Auditor’s Review Report with an unqualified opinion. The attached half-year financial report has been prepared on a going concern basis. There are no items of dispute with the auditor and the audit review is not subject to a qualification.
11. Signed
Signed _________
Date: 24 August 2023
Christopher Clark Executive Chairman and Chief Executive Officer
RocketDNA Ltd
(Formerly Delta Drone International Limited)
ABN 17 618 678 701
Interim Report - 30 June 2023
Mr Christopher Clark Mr Paul Williamson Mr David Morton
Executive Chairman, Chief Executive Officer Executive Director, Chief Financial Officer Non-Executive Director
Directors
RocketDNA Ltd (Formerly known as Delta Drone International Limited) Directors' report 30 June 2023
| Company secretary | Mr Stephen Buckley |
|---|---|
Registered office |
75 Thomas Street |
| Subiaco WA 6008 | |
| Email: [email protected] | |
Principal place of business |
75 Thomas Street |
| Subiaco WA 6008 | |
Share register |
Automic Registry Services |
| Level 5, 191 St Georges Terrace | |
| Perth WA 6000 | |
| Email: [email protected] | |
| Web: www.automic.com.au | |
Auditor |
Hall Chadwick Audit (WA) Pty Ltd |
| 283 Rokeby Road | |
| Subiaco WA 6008 | |
Legal Advisers (Australia) |
Eaton Hall |
| 20/210 Queen Victoria Street | |
| North Fremantle WA 6159 | |
Legal Advisers (South Africa) |
Rodl & Partner |
| 1 Eastgate Lane | |
| Bedfordview | |
| South Africa 2007 | |
Stock exchange listing |
RocketDNA Ltd shares are listed on the Australian Securities Exchange |
| (ASX code: RKT) | |
| ASX Limited | |
| Level 40, Central Park | |
| 152-158 St Georges Terrace | |
| Perth WA 6005 | |
Website |
Web: www.rocketdna.com/ |
Corporate Governance Statement |
RocketDNA Ltd's Corporate Governance Statement can be viewed at: |
| www.rocketdna.com/corporate-governance |
4
RocketDNA Ltd (Formerly Delta Drone International Limited) Corporate directory 30 June 2023
Review of operations
Key financial outcomes for the period were:
-
Operating loss from continuing operations reduced by 45% to $717,065 (H1 2022: 1,312,666). Operating loss from continuing operations also reduced from the second half of 2022 by 29%. (H2 2022: $1,001,948).
-
Loss after income tax reduced by 10% to $740,184 (H1 2022 $818,264) with the first half of 2022 benefiting from the gain on sale of the Parazero discontinued operation. Loss after income tax reduced by 36% from the second half of 2022 (H2 2022: $1,150,191).
-
Cash balance was $2,465,454 up 9% from 31 December 2022 (2022: $2,253,877), including the receipt of the final proceeds from the Parazero business sale completed in February 2022.
-
Net cash used in operating activities reduced by 59% to $299,331 (H1 2022: $733,765) or 63% from the second half of 2022 (H2 2022: $813,370) with a continued focus of moving the business towards operating cash flow break-even.
Key operational developments during the year are announced on the ASX, and have included:
-
Completing the name change to RocketDNA Ltd from Delta Drone International Limited (“DLT”) which also provides alignment across business activities with a single name across the Group.
-
BARS (Basic Aviation Risk Standard) registration secured for Australian and South African operations, which is increasingly becoming a pre-requisite registration service providers to large mining and gas operators.
-
The first sale of partnered AI software solution (Strayos), confirming the revised business model announced in 2022.
-
The signing of 2 new multi-year contracts being Vedanta Zinc International (South Africa, 31 January 2023) and Anglogold Ashanti (Western Australia, 27 February 2023)
-
A once-off purchase order from Bayer Pty Ltd to deliver drone training, hardware, and consulting services for crop trial monitoring by Bayer’s agronomists (South Africa).
-
Post 30 June 2023, a 5-year contract was signed with South 32 (via Hotazel Manganese Mines Pty Ltd) for drone surveying services with a total contract value of $1.180m (South Africa, 10 July 2023).
Key governance developments included:
-
Experienced technology company director Mr David Morton was appointed to the Board as an Independent NonExecutive Director on 29 March 2023.
-
Retirement of Non-Executive Directors, Mr Christian Viguie and Mr Nicolas Clerc with effect from 30 April 2023.
From a risk management perspective, the Board continues to monitor and manage key business risks, within a risk management framework which can be summarised as:
-
Zero target appetite risks, such as safety, fraud, and data and equipment protection
-
Strategic risks, such as staff retention and engagement, market and product developments, regulation and financial performance
-
External risks, such as overseas political risks, inflation, exchange rate and customer and supplier credit risk.
1
RocketDNA Ltd (Formerly Delta Drone International Limited) Corporate directory 30 June 2023
Directors
| Name | Title | Appointed | Resigned |
|---|---|---|---|
| Mr Christopher Clark | Executive Chairman, Chief | 3 December 2020 | - |
| Executive Officer | |||
| Mr Paul Williamson | Executive Director, Chief | 22 June 2022 | - |
| Financial Officer | |||
| Mr David Morton | Non-Executive Director | 28 March 2023 | - |
| Mr Nicolas Clerc | Non-Executive Director | 8 April 2021 | 30 April 2023 |
| Mr Christian Viguie | Non-Executive Director | 8 April 2021 | 30 April 2023 |
Principal activities
Rocket DNA Ltd is an ASX listed multi-national drone-based data service and technology solutions provider for the mining, agricultural and engineering industries.
Services are aerial surveying and mapping, security and surveillance, and blast monitoring and fragment analysis through a fully-outsourced service with AI and fast turnaround that allows enterprise customers to focus on operations on the ground while RocketDNA takes care of everything in the air.
Revenues are generated through multi-year recurring revenue contracts and short projects which also have the potential to be recurring. Operations are focused on Australia and Africa with regional offices in Perth, Johannesburg and Accra.
Significant Change in State of Affairs
There were no significant changes in the state of affairs of the Group during the half year ended 30 June 2023.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this Directors' report.
This report is made in accordance with a resolution of Directors, pursuant to section 306(3)(a) of the Corporations Act 2001.
On behalf of the Directors
==> picture [99 x 64] intentionally omitted <==
_________ Christopher Clark
Executive Chairman and Chief Executive Officer
24 August 2023
2
To the Board of Directors
AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001
As lead audit director for the review of the financial statements of RocketDNA Ltd (formerly known as Delta Drone International Limited) and its controlled entities for the half-year ended 30 June 2023, I declare that to the best of my knowledge and belief, there have been no contraventions of:
-
the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
any applicable code of professional conduct in relation to the review.
Yours Faithfully,
==> picture [143 x 41] intentionally omitted <==
HALL CHADWICK AUDIT (WA) PTY LTD ABN 42 163 529 682
==> picture [140 x 46] intentionally omitted <==
NIKKI SHEN CA Director
Dated this 24[th] day of August 2023 Perth, Western Australia
RocketDNA Ltd (Formerly Delta Drone International Limited) Contents 30 June 2023
| Consolidated statement of profit or loss and other comprehensive income | 5 |
|---|---|
| Consolidated statement of financial position | 7 |
| Consolidated statement of changes in equity | 8 |
| Consolidated statement of cash flows | 9 |
| Notes to the consolidated financial statements | 10 |
| Directors' declaration | 19 |
| Independent auditor's review report to the members of RocketDNA Ltd | 200 |
General information
RocketDNA Ltd is a listed public company limited by shares, incorporated and domiciled in Australia. A description of the nature of the Group's operations and its principal activities are included in the Directors' report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of Directors, on 24 August 2023.
4
RocketDNA Ltd (Formerly Delta Drone International Limited) Consolidated statement of profit or loss and other comprehensive income For the half-year ended 30 June 2023
| Note Continuing operations Revenue 3 Cost of sales Gross profit Other income Gains from disposals of assets Expenses Operating expense Depreciation and amortisation expense Operating loss Finance income Finance expense Loss before income tax benefit/(expense) from continuing operations Income tax benefit/(expense) Loss after income tax benefit/(expense) from continuing operations Profit after income tax expense from discontinued operations Loss after income tax benefit/(expense) for the half-year Other comprehensive loss Items that may be reclassified subsequently to profit or loss Foreign currency translation Other comprehensive loss for the half-year, net of tax Total comprehensive loss for the half-year Loss for the half-year is attributable to: Non-controlling interest Owners of RocketDNA Ltd Total comprehensive loss for the half-year is attributable to: Continuing operations Discontinued operations Non-controlling interest Continuing operations Discontinued operations Owners of RocketDNA Ltd |
Consolidated 2023 2022 $ $ 2,947,481 2,783,501 (1,487,026) (1,417,359) 1,460,455 1,366,142 16,307 10,625 42,792 31,781 (2,088,573) (2,572,065) (148,046) (149,149) (717,065) (1,312,666) 18,506 6,784 (16,184) (27,221) (714,743) (1,333,103) (25,441) 9,207 (740,184) (1,323,896) - 505,632 (740,184) (818,264) (173,467) (423,394) (173,467) (423,394) (913,651) (1,241,658) 31,374 20,252 (771,558) (838,516) (740,184) (818,264) 45,837 35,742 - - 45,837 35,742 (959,488) (1,348,363) - 70,963 (959,488) (1,277,400) (913,651) (1,241,658) |
|---|---|
| 1,460,455 | |
| 16,307 42,792 (2,088,573) (148,046) |
|
| (717,065) 18,506 (16,184) |
|
| (714,743) (25,441) |
|
| (740,184) - |
|
| (740,184) (173,467) |
|
| (173,467) | |
| (913,651) | |
| 31,374 (771,558) |
|
| (740,184) | |
| 45,837 - 45,837 (959,488) - (959,488) (913,651) |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
5
RocketDNA Ltd (Formerly Delta Drone International Limited) Consolidated statement of profit or loss and other comprehensive income For the half-year ended 30 June 2023
| Cents | Cents | ||
|---|---|---|---|
| (Loss)/Earnings per share for loss attributable to the owners of RocketDNA | |||
| Ltd | |||
| Continuing operations | |||
| Basic loss per share | 7 | (0.15) | (0.26) |
| Diluted loss per share | 7 | (0.15) | (0.26) |
Discontinued operations |
|||
| Basic loss per share | 7 | - | 0.10 |
| Diluted loss per share | 7 | - | 0.10 |
| Total | |||
| Basic loss per share | 7 | (0.15) | (0.16) |
| Diluted loss per share | 7 | (0.15) | (0.16) |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
6
RocketDNA Ltd (Formerly Delta Drone International Limited) Consolidated statement of financial position As at 30 June 2023
| Note Assets Current assets Cash and cash equivalents Trade and other receivables Deposits Total current assets Non-current assets Property, plant and equipment Right-of-use assets Intangibles Deferred tax Goodwill 4 Total non-current assets Total assets Liabilities Current liabilities Trade and other payables Contract liabilities Borrowings Lease liabilities Total current liabilities Non-current liabilities Borrowings Lease liabilities Total non-current liabilities Total liabilities Net assets Equity Issued capital Reserves 5 Accumulated losses Equity attributable to the owners of RocketDNA Ltd Non-controlling interest Total equity |
Consolidated 2023 2022 $ $ 2,465,454 2,253,877 1,296,590 2,314,480 38,205 52,915 3,800,249 4,621,272 1,047,184 1,041,895 42,879 102,480 23,650 - - 10,828 1,151,177 1,194,670 2,264,890 2,349,873 6,065,139 6,971,145 906,106 924,575 10,627 12,257 35,498 32,591 94,073 118,449 1,046,304 1,087,872 120,000 120,000 161,125 109,743 281,125 229,743 1,327,429 1,317,615 4,737,710 5,653,530 13,435,655 13,207,118 (1,486,046) (1,113,720) (7,280,994) (6,504,734) 4,668,615 5,588,664 69,095 64,866 4,737,710 5,653,530 |
Consolidated 2023 2022 $ $ 2,465,454 2,253,877 1,296,590 2,314,480 38,205 52,915 3,800,249 4,621,272 1,047,184 1,041,895 42,879 102,480 23,650 - - 10,828 1,151,177 1,194,670 2,264,890 2,349,873 6,065,139 6,971,145 906,106 924,575 10,627 12,257 35,498 32,591 94,073 118,449 1,046,304 1,087,872 120,000 120,000 161,125 109,743 281,125 229,743 1,327,429 1,317,615 4,737,710 5,653,530 13,435,655 13,207,118 (1,486,046) (1,113,720) (7,280,994) (6,504,734) 4,668,615 5,588,664 69,095 64,866 4,737,710 5,653,530 |
|---|---|---|
| 3,800,249 | ||
| 1,047,184 42,879 23,650 - 1,151,177 |
||
| 2,264,890 | ||
| 6,065,139 | ||
| 906,106 10,627 35,498 94,073 |
||
| 1,046,304 | ||
| 120,000 161,125 |
||
| 281,125 | ||
| 1,327,429 | ||
| 4,737,710 | ||
| 13,435,655 (1,486,046) (7,280,994) |
||
| 4,668,615 69,095 |
||
| 4,737,710 |
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
7
RocketDNA Ltd (Formerly Delta Drone International Limited) Consolidated statement of changes in equity For the half-year ended 30 June 2023
| Issued Foreign currency translation Share based payment Accumulat ed capital reserve Reserves reserve losses Consolidated $ $ $ $ $ Balance at 1 January 2022 13,207,118 327,423 (968,570) 53,793 (4,581,279) (Loss)/profit after income tax benefit for the half-year - - - - (838,516) Other comprehensive (loss)/income for the half-year, net of tax - (438,884) - - - Total comprehensive (loss)/income for the half-year - (438,884) - - (838,516) Transactions with owners in their capacity as owners: Share-based payments (note 8) - - - 3,269 - Balance at 30 June 2022 13,207,118 (111,461) (968,570) 57,062(5,419,795) Issued Foreign currency translation Share based payment Accumulated capital reserve Reserves reserve losses Consolidated $ $ $ $ $ Balance at 1 January 2023 13,207,118 (253,029) (968,570) 107,879 (6,504,734) (Loss)/profit after income tax expense for the half- year - - - - (771,558) Other comprehensive (loss)/income for the half- year, net of tax - (141,620) - - (46,310) Total comprehensive (loss)/income for the half- year - (141,620) - - (817,868) Change in percentage of non-controlling interest - - - - 41,608 Share based payments - - - (16,206) - Exercise of options 17,247 - - - - Share issue costs (3,210) - - - - Shares issued to employees (non-KMP) 9,000 - - (9,000) - Shares issued to KMP under loan funded share plan 205,500 - - (205,500) - Balance at 30 June 2023 13,435,655 (394,649) (968,570) (122,827) (7,280,994) |
Issued Foreign currency translation Share based payment Accumulat ed capital reserve Reserves reserve losses Consolidated $ $ $ $ $ Balance at 1 January 2022 13,207,118 327,423 (968,570) 53,793 (4,581,279) (Loss)/profit after income tax benefit for the half-year - - - - (838,516) Other comprehensive (loss)/income for the half-year, net of tax - (438,884) - - - Total comprehensive (loss)/income for the half-year - (438,884) - - (838,516) Transactions with owners in their capacity as owners: Share-based payments (note 8) - - - 3,269 - Balance at 30 June 2022 13,207,118 (111,461) (968,570) 57,062(5,419,795) Issued Foreign currency translation Share based payment Accumulated capital reserve Reserves reserve losses Consolidated $ $ $ $ $ Balance at 1 January 2023 13,207,118 (253,029) (968,570) 107,879 (6,504,734) (Loss)/profit after income tax expense for the half- year - - - - (771,558) Other comprehensive (loss)/income for the half- year, net of tax - (141,620) - - (46,310) Total comprehensive (loss)/income for the half- year - (141,620) - - (817,868) Change in percentage of non-controlling interest - - - - 41,608 Share based payments - - - (16,206) - Exercise of options 17,247 - - - - Share issue costs (3,210) - - - - Shares issued to employees (non-KMP) 9,000 - - (9,000) - Shares issued to KMP under loan funded share plan 205,500 - - (205,500) - Balance at 30 June 2023 13,435,655 (394,649) (968,570) (122,827) (7,280,994) |
Issued capital $ 13,207,118 - - |
Issued capital $ 13,207,118 - - |
Foreign currency translation reserve $ 327,423 - (438,884) |
Foreign currency translation reserve $ 327,423 - (438,884) |
Reserves $ (968,570) - - |
Reserves $ (968,570) - - |
Share based payment reserve $ 53,793 - - |
Share based payment reserve $ 53,793 - - |
Accumulat ed losses $ (4,581,279) (838,516) - |
Non- controlling interest $ 115,189 20,252 15,490 |
Total equity $ 8,153,674 (818,264) (423,394) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| - - |
(438,884) - |
- - |
- 3,269 |
(838,516) - |
35,742 - |
(1,241,658) 3,269 |
||||||
| 13,207,118 | (111,461) | (968,570) | 57,062 | (5,419,795) | 150,931 | 6,915,285 | ||||||
| Foreign currency translation reserve $ (253,029) - (141,620) |
Reserves $ (968,570) - - |
Share based payment reserve $ 107,879 - - |
Accumulated losses $ (6,504,734) (771,558) (46,310) |
Non- controlling interest $ 64,866 31,374 14,463 |
Total equity $ 5,653,530 (740,184) (173,467) |
|||||||
| - - - 17,247 (3,210) 9,000 205,500 |
(141,620) - - - - - - |
- - - - - - - |
- - (16,206) - - (9,000) (205,500) |
(817,868) 41,608 - - - - - |
45,837 (41,608) - - - - - |
(913,651) - (16,206) 17,247 (3,210) - - |
||||||
| 13,435,655 | (394,649) | (968,570) | (122,827) | (7,280,994) | 69,095 | 4,737,710 |
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
8
RocketDNA Ltd (Formerly Delta Drone International Limited) Consolidated statement of cash flows For the half-year ended 30 June 2023
| Cash flows from operating activities Receipts from customers (inclusive of GST) Payments to suppliers (inclusive of GST) Interest received Other revenue Interest and other finance costs paid Net cash (used in) discontinued operations Income taxes refunded Net cash used in operating activities Cash flows from investing activities Payments for property, plant and equipment Payment for deferred consideration Proceed from loans Other Proceeds from disposal of business Payments for costs associated with disposal of business Proceeds from disposal of property, plant and equipment Net cash from investing activities Cash flows from financing activities Proceeds from exercise of options Transaction costs Proceeds from borrowings Repayment of borrowings Net cash used in financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial half-year Effects of exchange rate changes on cash and cash equivalents Cash and cash equivalents at the end of the financial half-year |
Consolidated 2023 2022 $ $ 3,383,219 3,101,160 (3,722,264) (3,739,969) (339,045) (638,809) 19,465 6,769 19,145 - - (1,155) - (127,423) 1,104 26,853 (299,331) (733,765) (197,105) (543,507) - (274,483) - 7,775 (10,153) - 788,164 4,275,218 - (200,351) 48,350 68,691 629,256 3,333,343 17,247 - (1,260) - - 40,000 (98,732) (380,216) (82,745) (340,216) 247,180 2,259,362 2,253,877 954,916 (35,603) (25,548) 2,465,454 3,188,730 |
|---|---|
| (339,045) 19,465 19,145 - - 1,104 |
|
| (299,331) | |
| (197,105) - - (10,153) 788,164 - 48,350 |
|
| 629,256 | |
| 17,247 (1,260) - (98,732) |
|
| (82,745) | |
| 247,180 2,253,877 (35,603) |
|
| 2,465,454 |
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
9
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 1. Material accounting policy information
Going concern
During the period, the Group generated a loss after tax from continuing operations of $740,184 (2022: $1,323,896), is reporting a net working capital of $2,753,945 (2022 : $3,533,400), has incurred net cash outflows from operations of $299,331 (2022 outflow of $733,765). As at 30 June 2023, the Group had $2,465,454 in cash (2022 : $3,188,730) and consolidated net assets of $4,737,710 (2022 : net assets of $5,653,530).
The Group has prepared the financial statements for the financial period ended 30 June 2023 on a going concern basis, which assumes continuity of current business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.
Note 2. Operating segments
Identification of reportable operating segments
The Group is organised into 3 continuing operating segments. These operating segments are based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers (‘CODM)) in assessing performance and in determining the allocation of resources. There is no aggregation of operating segments. The segments are aligned with the geographical locations of the Group’s main business, namely Australia and Africa.
Operating segment information
| Consolidated - 2023 Revenue Sales to external customers Other income and gain on sale of assets Total revenue EBITDA Depreciation and amortisation Interest revenue Finance costs (Loss)/profit before income tax expense Income tax expense Loss after income tax expense |
Australia $ 940,864 - 940,864 (240,991) (105,652) - (6,846) (353,488) |
Africa $ 2,006,595 59,098 2,065,693 499,413 (256,003) 7,232 (5,489) 245,153 |
Corporate $ - - - (583,135) (30,719) 11,274 (3,827) (606,407) |
Total $ 2,947,481 59,098 3,006,557 (324,713) (392,374) 18,506 (16,162) (714,743) (25,441) (740,184) |
|---|---|---|---|---|
Results relating to operations in Israel have been included in this note for disclosure purposes. Results for the segment are reported on a net basis in the consolidated statement of profit or loss and other comprehensive income as it is a discontinued operation.
| Australia | Africa | Corporate | Total | |
|---|---|---|---|---|
| $ | $ | $ | $ | |
| Segment assets | 1,727,281 | 2,441,560 | 1,896,298 | 6,065,139 |
| Segment liabilities | 757,843 | 288,624 | 280,962 | 1,327,429 |
10
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 2. Operating segments (continued)
| Consolidated - 2022 Revenue Sales to external customers Other income and gain on sale of assets Total revenue EBITDA Depreciation and amortisation Interest revenue Finance costs (Loss)/profit before income tax benefit Income tax benefit Discontinued Operations Loss after income tax benefit |
Australia $ 973,732 1,215 |
Africa $ 1,809,769 41,191 1,850,960 238,701 (292,054) 5,429 (23,703) (71,627) |
Corporate $ - - - (849,471) (4,446) 1,356 (2,758) (855,319) |
Total $ 2,783,501 42,406 2,825,907 (918,314) (394,422) 6,785 (27,152) (1,333,103) 9,207 505,632 (818,264) |
|---|---|---|---|---|
| 974,947 | ||||
| (307,544) (97,922) - (691) |
||||
| (406,157) | ||||
Results relating to operations in Israel have been included in this note for disclosure purposes. Results for the segment are reported on a net basis in the consolidated statement of profit or loss and other comprehensive income as it is a discontinued operation.
| Australia | Africa | Corporate | Total | |
|---|---|---|---|---|
| $ | $ | $ | $ | |
| Segment assets | 1,584,634 | 2,570,200 | 2,816,311 | 6,971,145 |
| Segment liabilities | 547,441 | 466,307 | 303,867 | 1,317,615 |
Note 3. Revenue
| Rendering of services Timing of revenue recognition At a point in time Over time |
Consolidated 2023 2022 $ $ 2,947,481 2,783,501 Consolidated 2023 2022 $ $ 1,245,579 1,221,208 1,701,902 1,562,293 2,947,481 2,783,501 |
|---|---|
11
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 4. Non-current assets - Goodwill
Goodwill
| Consolidated | Consolidated |
|---|---|
| 2023 | 2022 |
| $ | $ |
| 1,151,177 | 1,194,670 |
Goodwill relates to the acquisition of Africa, and RocketDNA (WA) Pty Ltd (formerly Rocketmine WA Pty Ltd or Arvista Pty Ltd) .
The recoverable amount of all cash-generating units is based on the higher of its value-in-use or fair value less costs to sell which require use of assumptions. For the purpose of impairment testing, goodwill is allocated to two (2) cash-generating units (CGU), being Africa and RocketDNA (WA) Pty Ltd . In assessing goodwill impairment for the period ended 30 June 2023, both CGUs used a discounted cash flow model in accordance with the value-in-use (VIU) method, which reflect the present value of the future cash flows to be derived from each CGUs.
Note 5. Equity - reserves
| Predecessor accounting reserves Foreign currency reserve Share-based payments reserve |
Consolidated 2023 2022 $ $ (968,570) (968,570) (394,649) (257,583) (122,827) 107,879 |
Consolidated 2023 2022 $ $ (968,570) (968,570) (394,649) (257,583) (122,827) 107,879 |
|---|---|---|
| (1,486,046) | (1,118,274) |
Foreign currency reserve
The reserve is used to recognise exchange differences arising from the translation of the financial statements of foreign operations to Australian dollars. It is also used to recognise gains and losses on hedges of the net investments in foreign operations.
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees and Directors as part of their remuneration, and other parties as part of their compensation for services.
Predecessor accounting reserve
The predecessor accounting reserve comprises the excess of purchase price over the fair value of net assets when the common controlled entity, Drone Safety and Legal (Pty) Ltd was acquired by Delta Drone SA France.
Note 6. Events after the reporting period
Rocketmine Australia Pty Ltd name has changed to RocketDNA (AU) Pty Ltd effective 21 July 2023 and Rocketmine (WA) Pty Ltd name has changed to RocketDNA (WA) Pty Ltd effective 25 July 2023.
12
RocketDNA Ltd (Formerly known as Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 7. Earnings per share
| Loss per share for loss Loss after income tax Non-controlling interest Loss after income tax attributable to the owners of RocketDNA Ltd (Loss)/profit for the half-year is attributable to: Continuing operations Discontinued operations Weighted average number of ordinary shares used in calculating basic earnings per share Weighted average number of ordinary shares used in calculating diluted earnings per share Continuing operations Basic loss per share Diluted loss per share Discontinued operations Basic loss per share Diluted loss per share Total Basic loss per share Diluted loss per share |
Consolidated 2023 2022 $ $ (740,184) (818,264) (31,374) (20,252) (771,558) (838,516) (771,558) (1,344,148) - 505,632 Number Number 514,134,235 511,604,932 514,134,235 511,604,932 Cents Cents (0.15) (0.26) (0.15) (0.26) - 0.10 - 0.10 (0.15) (0.16) (0.15) (0.16) |
|---|---|
| 514,134,235 | |
| Cents (0.15) (0.15) - - (0.15) (0.15) |
13
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 8. Share-based payments
During the period, the Group provided performance rights and share options to Christopher Clark and Paul Williamson as a part of their remuneration package and as a performance incentive – the Board considers that these are appropriate forms of incentive as they align remuneration with the long-term success of the Group, shareholder interests and current market practice. The Group also provided share options to David Morton on his appointment as part of his remuneration.
Aside from the share-based payments provided to Key Management Personnel, the group also provided share options to African employees and free shares to Australian employees as part of its employee share plans.
The details of the share-based payments provided during the period are:
| Recipient | Instrument | Number | Conditions | Grant Date | Recognition | Fair | |
|---|---|---|---|---|---|---|---|
| value | |||||||
| (i) | Christopher | Performance | 6,000,000 | 2023 new | 25 May 2023 | Pro-rata to 31 Dec | 1.1c per |
| Clark | Rights | milestones | 2024 and 31 Dec 2025 | right | |||
| (ii) | Paul | Performance | 3,000,000 | 2023 new | 25 May 2023 | Pro-rata to 31 Dec | 1.1c per |
| Williamson | Rights | milestones | 2024 and 31 Dec 2025 | right | |||
| (iii) | Paul | Performance | 4,000,000 | 2022 new | 25 May 2023 | Pro-rata to 31 Dec | 1.1c per |
| Williamson | Rights | milestones | 2024 and 31 Dec 2025 | right | |||
| (iv) | Christopher | Loan Funded | 10,000,000 | 2 year | 19 June 2023 | Equiv. option pro-rata | 0.665c |
| Clark | Shares | escrow | to 18 June 2028 | per option | |||
| (v) | Paul | Loan Funded | 5,000,000 | 2 year | 19 June 2023 | Equiv. option pro-rata | 0.665c |
| Williamson | Shares | escrow | to 18 June 2025 | per option | |||
| (vi) | David | Share | 1,000,000 | none | 25 May 2023 | On grant date | 0.414c |
| Morton | options | per option | |||||
| (vii) | African | Share | 6,500,000 | future | 23 May 2023 | Pro-rata to 23 May | 0.591c |
| employees | options | employment | 2024, 23 May 25 and | 0.632c | |||
| 23 May 2026 | 0.654c | ||||||
| (viii) | Australian | Free | 900,000 | none | 19 June 2023 | On grant date | 1.0c per |
| employees | shares | share |
Vesting of 2023 performance rights are conditional on the satisfaction of 2 milestones within a 4-year timeframe. The performance rights were issued at nil cost and will be converted into the equivalent number of shares when exercised. Vesting of the share options occurs based on employment conditions between 23 May 2024 and 23 May 2026.
In addition to the share-based payments provided during the year, the estimate of the number of performance rights expected to vest was revised for rights related to the 2021 DDG, 2021 New and 2022 milestones as shown below:
14
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 8. Share-based payments (continued)
| Recipient | Instrument | Original | Conditions | Revised | Last | Original | Revised | |
|---|---|---|---|---|---|---|---|---|
| number | estimate | qualifying | recognition | recognition | ||||
| granted | of | financial | ||||||
| and | number | period | ||||||
| previous | to vest | |||||||
| vesting | ||||||||
| estimate | ||||||||
| (ix) | Christopher | Performance | 2,000,000 | DDG 2021 | 1,333,333 | Year to 31 | Pro-rata 24 | Pro-rata 24 |
| Clark | Rights | Milestones | June 2024 | Jun 2021 to | Jun 2021 to | |||
| 24 June | 30 Jun 24 or | |||||||
| 2024 | 31 Dec 24 | |||||||
| (x) | Christopher | Performance | 4,000,000 | 2021 New | Nil | Year to 31 | Pro-rata 24 | None |
| Clark | Rights | Milestones | Dec 2023 | Jun 2021 to | ||||
| 24 June | ||||||||
| 2024 | ||||||||
| (xi) | Christopher | Performance | 8,000,000 | 2022 New | 8,000,000 | Year to 31 | Pro-rata 03 | Pro-rata 03 |
| Clark | Rights | Milestones | Dec 2025 | Jun 2022 to | Jun 2022 to | |||
| 31 Dec 2023, | 31 Dec 2024 | |||||||
| 31 Dec 2024 | and 31 Dec | |||||||
| and 31 Dec | 2025 | |||||||
| 2025 |
Of the 2,000,000 share options (fair value 0.69c per option) granted to Christopher Clark on 3 June 2022, 333,333 options vested during the period. Vesting of the Share options occurs based on employment conditions between 1 July 2022 and 1 July 2024. (xii)
A summary of the movement of performance rights changes during the period is:
| Grant date Expiry date 24 June 2021 24 June 2024 03 June 2022 03 June 2026 25 May 2023 25 May 2027 |
Balance at the start of the year 6,000,000 8,000,000 - |
Granted - - 13,000,000 |
Exercised - - - |
Expired/ forfeited/ other - - - |
Balance at the end of the half-year 6,000,000 8,000,000 13,000,000 |
|---|---|---|---|---|---|
| 14,000,000 | 13,000,000 | - | - | 27,000,000 |
The details of holdings of performance rights as at 30 June 2023 and the milestones are described in the tables below:
Name No. of Performance Rights Milestones Christopher Clark 2,000,000 DDG 2021 Milestones Christopher Clark 4,000,000 2021 New Milestones Christopher Clark 8,000,000 2022 New Milestones Christopher Clark 6,000,000 2023 New Milestones Paul Williamson 4,000,000 2022 New Milestones Paul Williamson 3,000,000 2023 New Milestones
15
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 8. Share-based payments (continued)
| DDG 2021 Milestones | DDG 2021 Milestones |
|---|---|
| Milestone | Description |
| DDG | DDSA achieving consolidated revenue (for the avoidance of doubt, only DDSA and excluding the Group) for |
| Milestone 1 | any full financial year (being 1 Jan to 31 Dec) during the three-year term of the Performance Rights of not |
| less than US$3,200,000 (based on audited accounts having been prepared by an external auditor or other | |
| suitable expert). | |
| DDG | If DDSA enters into at least two binding contracts with Australian-based mining companies (being |
| Milestone 2 | companies that conduct mining, exploration or extraction services) for the provision of drone survey or |
| mapping solutions services to those mining companies in Australia (“Services”) and DDSA receives not less | |
| than US$1,000,000 (based on audited accounts having been prepared by an external auditor or other | |
| suitable expert) of verified revenue in aggregate from such executed contracts received within the three- | |
| year term of the Performance Rights for its Services. |
| Milestone | 2 | companies that conduct mining, exploration or extraction services) for the provision of drone survey or mapping solutions services to those mining companies in Australia (“Services”) and DDSA receives not les than US$1,000,000 (based on audited accounts having been prepared by an external auditor or other suitable expert) of verified revenue in aggregate from such executed contracts received within the three- year term of the Performance Rights for its Services. |
|---|---|---|
| DDG | If during the three-year term of the Performance Rights, the Company announces to the ASX that DDSA | |
| Milestone | 3 | has expanded the services of its business offering (being the provision of drone survey and mapping |
| solutions) into a new geographic location outside of Australia, Israel, South Africa, Ghana and Namibia and | ||
| achieved a revenue in that new geographic location of not less than US$1,000,000 (based on audited | ||
| accounts having been prepared by an external auditor or other suitable expert). |
2021 New Milestones
| Milestones | Description |
|---|---|
| New | The Group achieving consolidated revenue of not less than A$10,000,000 in a single financial year (being |
| Milestone 1 | 1 Jan to 31 Dec) based on audited accounts having been prepared by an external auditor or other suitable |
| expert. | |
| New | The Group achieving total consolidated EBITDA of not less than A$1,000,000 in a single financial year |
| Milestone 2 | (being 1 Jan to 31 Dec) based on audited accounts having been prepared by an external auditor or other |
| suitable expert. | |
| New | The Company achieving a total return on equity of not less than 10% in a single financial year (being 1 Jan |
| Milestone 3 | to 31 Dec), where return on equity is equal to net profit as a percentage of total equity based on audited |
| accounts having been prepared by an external auditor or other suitable expert. |
2022 New Milestones
Milestone Description New The Group achieving total consolidated EBIT of not less than A$nil (i.e. break-even) in a single financial Milestone 1 year (being 1 Jan to 31 Dec) based on audited accounts having been prepared by an external auditor or other suitable expert. New The Group achieving total consolidated revenue of not less than A$15,000,000 in a single financial year Milestone 2 (being 1 Jan to 31 Dec) based on audited accounts having been prepared by an external auditor or other suitable expert. New The Group achieving total consolidated EBIT of more than A$2,000,000 in a single financial year (being 1 Milestone 3 Jan to 31 Dec) based on audited accounts having been prepared by an external auditor or other suitable expert.
2023 New Milestones
Milestone Description
| New | Reaching operating cashflow break even as measured by the total of four consecutive positive quarters as | |
|---|---|---|
| Milestone | 1 | disclosed in the Company’s ASX Appendix 4C item 1.9, excluding revenue received in the form of |
| government grants, allowances, rebates or other hand-outs.. | ||
| New | Total Shareholder Return (TSR) of 100% as measured by the 10 day Volume Weighted Average Price | |
| Milestone | 2 | (VWAP) of the Company’s shares at the date of issuing the Performance Rights (Base Price) and the 10 |
| day VWAP of the Company’s shares at any given date (Milestone Price) up until the Performance Rights | ||
| lapse. The VWAP of trading in the Company’s securities on the ASX market and Chi-X market, excludes | ||
| block trades, large portfolio trades, permitted trades during the pre-trading hours period, permitted trades | ||
| during the post-trading hours period, out of hours trades and exchange traded option exercises. The | ||
| formula for calculating the TSR is: ((Milestone Price-Base Price)+dividends)/Base Price |
16
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 8. Share-based payments (continued)
Loan funded shares (iv) (v)
There were 15,000,000 shares issued to key management personnel as part of Loan Funded Share (LFS) arrangements approved by shareholders at the AGM on 25 May 2023.
-
RocketDNA Ltd provides its key executives, (‘the executive’) with a loan to purchase an agreed number of RocketDNA Ltd shares at an issue price based on the 10-day Volume Weighted Average Price (VWAP) at the date of issue;
-
The Limited Recourse Loan will be interest free for a period of five years, provided that if the Limited Recourse Loan is not repaid by the repayment date, the Limited Recourse Loan will incur interest at a default rate after that date (which will accrue on a daily basis and compound annually on the then outstanding Limited Recourse Loan balance
-
The Limited Recourse Loan becomes repayable on the earliest of:
-
(A) 5 years from the date on which the Loan is advanced to the borrower;
-
(B) the cessation of employment of the borrower;
-
(C) a change in control of the Company or an event of default (including a breach of the loan agreement by the borrower or a bankruptcy or insolvency event occurring in relation to the borrower);
the earliest being the Repayment Date
-
4 Notwithstanding paragraph (3) above,
-
(A) the borrower may repay all or part of the Limited Recourse Loan at any time before the Repayment Date; and
-
(B) the loan will be limited recourse such that on the Repayment Date the repayment obligation under the Limited Recourse Loan will be limited to the lesser of the outstanding balance of the Limited Recourse Loan and the market value of the Loan Shares on that date.
-
5 In addition, where the borrower has elected for the Loan Shares to be provided to the Company in full satisfaction of the Loan, the Company must accept a transfer of the Loan Shares by the borrower as full settlement of the repayment obligation under the Limited Recourse Loan.
The Loan Shares will rank equally with all other fully paid ordinary shares on issue in the capital of the Company. Holders of Loan Shares will be entitled to exercise all voting rights attaching to those Shares in accordance with the Company's constitution. In addition, holders of Loan Shares will be entitled to participate in dividends declared and paid by the Company in accordance with the Company's constitution, provided that any dividends declared with respect to the Loan Shares, whilst there is still remaining any portion of the Limited Recourse Loan unpaid, shall first be applied and paid to the Company in reduction of the outstanding Limited Recourse Loan balance until that outstanding Limited Recourse Loan balance is zero, before it is paid in cash to, or for any other benefit of, the Participant.
The Loan Shares will be held in escrow and subject to a holding lock for a period of 2 years from the date of issue
Management has assessed this plan, in substance as an option, and therefore the LFS have been accounted for as such. Using the Hoadly Employee Share Options 2 model, and based on the assumptions set out below, the combination of the shares and limited resource loans were ascribed the following value;
| Grant, | VWAP at | Expiry Date | Share | Dividend | Volatility | Risk | Vesting |
|---|---|---|---|---|---|---|---|
| Vesting and | grant date, | price at | yield | free | condition | ||
| Issue dates | i.e. option | grant | Rate | s | |||
| exercise | date | ||||||
| price | |||||||
| 19 June 2023 | 1.37cents | 19 June 2028 | 1.1 cents | Nil | 100% | 3.92% | n/a |
Accounting option value: 0.665 cents. Total value of loan funded shares: $99,750
17
RocketDNA Ltd (Formerly Delta Drone International Limited) Notes to the consolidated financial statements 30 June 2023
Note 8. Share-based payments (continued)
Reconciliation of expense and share-based payment reserve
During the period to 30 June 2023, a credit of ($16,206) (2022: $13,269 charge) has been recognised for the matters set out above as follows:
| Share-based payments recognised cumulatively to 31 December 2022 Recognition of pro-rata expense for Performance rights granted 25 May 2023 (i) (ii) (iii) Recognition of pro-rata expense for Loan funded share scheme (iv) (v) Recognition of expense for options granted 25 May and immediately vested (vi) Recognition of pro-rata expense for options issued to African employees (vii) Recognition of expense for free shares issued to Australian employees (viii) Re-estimation of cumulative expense for Performance rights granted 24 June 2021 (ix) (x) Re-estimation of cumulative expense for Performance rights granted 3 June 2022 (xi) Recognition of options granted 4 June 2022, vested 1 April 2023 and 1 July 2023 (xii) Share-based payment credit recognised in period to 30 June 2023 Share-based payments recognised cumulatively to 30 June 2023 Share-based payment reserve at 31 December 2022 Share-based payment credit recognised in period to 30 June 2023 Shares issued Australian employees Shares issued under loan funded share scheme Share-based payment reserve at 30 June 2023 |
107,879 6,927 2,101 4,140 2,533 9,000 (53,072) 9,865 2,300 (16,206) 91,673 107,879 (16,206) (9,000) (205,500) (122,827) |
|---|---|
18
RocketDNA Ltd (Formerly Delta Drone International Limited) Directors' declaration 30 June 2023
In the Directors' opinion:
-
the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;
-
the attached financial statements and notes give a true and fair view of the Group's financial position as at 30 June 2023 and of its performance for the financial half-year ended on that date; and
-
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
Signed in accordance with a resolution of Directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
On behalf of the Directors
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_________ Christopher Clark Executive Chairman and Chief Executive Officer
24 August 2023
19
INDEPENDENT AUDITOR’S REVIEW REPORT
TO THE MEMBERS OF ROCKETDNA LTD (FORMERLY KNOWN AS DELTA DRONE INTERNATIONAL LIMITED) AND ITS CONTROLLED ENTITIES
Report on the Half-Year Financial Report
Conclusion
We have reviewed the accompanying half-year financial report of RocketDNA Ltd (formerly known as Delta Drone International Limited) and its controlled entities (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration.
Based on our review, which is not an audit, nothing has come to our attention that causes us to believe that the half-year financial report of the Group is not in accordance with the Corporations Act 2001 , including:
-
a) giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023 and of its consolidated financial performance for the half-year ended on that date; and
-
b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.
Directors’ Responsibility for the half-year Financial Report
The directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, anything has come to our attention that causes us to believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Group’s consolidated financial position as at 30 June 2023 and its consolidated financial performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of the Group, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
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A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .
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HALL CHADWICK AUDIT (WA) PTY LTD NIKKI SHEN CA ABN 42 163 529 682 Director
Dated this 24[th] day August 2023 Perth, Western Australia