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SENSEN NETWORKS LIMITED — Annual Report 2021
Aug 30, 2021
65829_rns_2021-08-30_63ae1d14-96bd-4de8-81c0-1377af936442.pdf
Annual Report
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ASX PRELIMINARY FINAL REPORT
SenSen Networks Limited
And Controlled Entities
ABN 67 121 257 412
30 June 2021
Lodged with the ASX under Listing Rule 4.3A
Contents
| Results for Announcement to the Market | 2 |
|---|---|
| Preliminary Consolidated Statement of Profit and Loss and Other Comprehensive Income | 4 |
| Preliminary Consolidated Statement of Financial Position | 5 |
| Preliminary Consolidated Statement of Changes in Equity | 6 |
| Preliminary Consolidated Statement of Cash Flows | 7 |
| Supplementary Appendix 4E Information | 8 |
This report covers the consolidated entity consisting of SenSen Networks Limited and its controlled entities. The preliminary financial report is presented in Australian dollars.
Page | 1
SenSen Networks Limited Year ended 30 June 2021 Details of the reporting period
Current period: 12 months ending 30 June 2021 (FY21)
Prior period: 12 months ending 30 June 2020 (FY20)
RESULTS FOR ANNOUNCEMENT TO MARKET
| Current period: 12 months ending 30 June 2021 (FY21) Prior period: 12 months ending 30 June 2020 (FY20) |
Current period: 12 months ending 30 June 2021 (FY21) Prior period: 12 months ending 30 June 2020 (FY20) |
Current period: 12 months ending 30 June 2021 (FY21) Prior period: 12 months ending 30 June 2020 (FY20) |
Current period: 12 months ending 30 June 2021 (FY21) Prior period: 12 months ending 30 June 2020 (FY20) |
|---|---|---|---|
| RESULTS FOR ANNOUNCEMENT TO MARKET | |||
| 2021 $ |
2020 $ |
||
| Revenue from ordinary activities | Up 47% to | 5,532,537 | 3,763,526 |
| Loss from after tax attributable to members | Down 18% to | (3,021,747) | (3,705,235) |
| Total comprehensive loss for the year attributable to | Down 20% to | (2,978,420) | (3,724,549) |
| owners |
Dividends
There were no dividends paid or proposed for the period. The Group does not have a dividend re-investment plan.
Commentary on the results for Financial Year 2021
SenSen Networks Limited achieved record-breaking revenues for FY21 of $5.5M with 47% growth year-on-year proforma basis. This places our Company in a strong position for continued success in FY22 as the focus remains on organic growth and acquisitions.
SenSen concluded the financial year for 2021 in a strong cash position, posting $5.2M in cash and cash equivalents with unused finance facilities available of $1.8M.
SenSen’s annual recurring revenue (‘ARR’) (unaudited) profile continued to grow throughout the financial year with customer renewals and many new customers moving to utilising our software and services across new and established territories. SenSen delivered ARR (unaudited) of $2.7M representing approximately 33% YoY ARR growth for FY21.
SenSen’s FY21 zero churn rate and a customer net retention rate (‘NRR’) of ~120% reflect the value we bring to improving the business operations and service experiences of our customers. We have seen strong renewals and extensions from customers such as Chicago Parking Meters, Brisbane City Council, City of Calgary and Edmonton.
Our improved operational loss for the period (unaudited) of $3.0M is the result of global revenue growth supported by strategic investment in sales and marketing resources, together with ongoing prudent costs management
SenSen has managed to perform remote installations across the globe for many of partners in all our business verticals. We plan to continue to uncover ways to be of value to customers in this way, unlike pre-COVID times when teams of technicians would travel to every new site.
Despite COVID-19 disrupting the business operations of our clients, our growth in international markets has been unhampered. The pandemic has highlighted the urgent need for many industries and cities to have real-time data insights when responding to critical incidents, and to be able to respond to customer demands and evolving needs with intelligent decision making. The success of our landmark contract with the City of Las Vegas (Nevada) for parking management and enforcement – and the renewal and extensions from cities of Calgary and Edmonton (Canada) – demonstrates a stable, highreference client base for further sales growth in North America.
SenSen continued to invest in our R&D pipeline in FY21, filing four additional patents to consolidate our technical leadership position within the global AI, Internet of Things and Video Analytic solutions space. This adds to our four patents already awarded. More patent applications are in the pipeline with strong progress in developing innovative and patentable products and solutions across our five business verticals.
Page | 2
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Consolidated Statement of Profit and Loss and Other Comprehensive Income For the year ended 30 June 2021
| Note Revenue from contracts from customers Revenue from contracts with customers 9 Cost of sales and providing services Gross Profit Other income Interest income Expenses Consulting and professional expenses Research and development expense Staff costs – share based payments Occupancy expense Marketing expense Administration expense Finance costs Loss before income tax Income tax expense Loss for the period Loss attributable to members of the parent entity Other comprehensive income Items that may be reclassified to profit or loss Exchange gain/(loss) on translation of foreign controlled entities Total comprehensive income/(loss) for the Period Total comprehensive loss for the period attributable to: - Members of the parent entity Loss per share: Basic and diluted loss per share (cents) 7 |
Consolidated 2021 2020 $ $ 5,532,537 3,763,526 (2,029,646) (997,047) |
|---|---|
| 3,502,891 2,766,479 2,806,681 1,538,587 5,698 18,493 (3,049,132) (2,210,230) (3,572,513) (2,898,462) (72,288) (290,405) (179,793) (170,687) (212,905) (98,207) (2,063,360) (2,189,288) (181,484) (156,442) |
|
| (3,016,205) (3,690,162) (5,542) (15,073) |
|
| (3,021,747) (3,705,235) |
|
| (3,021,747) (3,705,235) |
|
| (3,021,747) (3,705,235) |
|
| 43,327 (19,314) |
|
| (2,978,420) (3,724,549) |
|
| (2,978,420) (3,724,549) |
|
| (0.62) (0.85) |
The above Consolidated Statement of Profit and Loss and Other Comprehensive Income is to be read in conjunction with the accompanying supplementary Appendix 4E information.
Page | 4
Consolidated Statement of Financial Position As at 30 June 2021
| Note ASSETS Current Assets Cash and cash equivalents Trade and other receivables 10 Contract assets Inventory Other assets Total Current Assets Non-Current Assets Intangible assets 19 Goodwill 19 Right of use asset Other receivables Property, plant and equipment 11 Deferred tax assets Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade payables 12 Tax liabilities Contract liabilities 12 Accruals and other payables 12 Employee benefits 12 Lease liabilities Borrowings 13 Total Current Liabilities Non-Current Liabilities Employee benefits 12 Lease liabilities Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 14 Reserves 15 Accumulated losses 3 TOTAL EQUITY |
Consolidated 2021 2020 $ $ 5,176,463 2,462,642 978,742 743,703 348,170 558,169 241,394 802,908 1,277,079 138,310 |
|---|---|
| 8,021,848 4,705,732 |
|
| 916,667 - 383,399 - 409,102 386,672 67,642 50,515 390,820 352,911 - - |
|
| 2,167,630 790,098 |
|
| 10,189,478 5,495,830 |
|
| 750,357 1,094,691 - 14,347 521,874 1,399,926 937,057 119,935 263,687 321,868 305,659 234,878 861,280 1,312,767 |
|
| 3,639,914 4,498,412 |
|
| 105,983 78,680 138,129 197,288 |
|
| 244,112 275,968 |
|
| 3,884,026 4,774,380 |
|
| 6,305,452 721,450 |
|
| 41,649,827 33,159,693 3,597,335 3,481,720 (38,941,710) (35,919,963) |
|
| 6,305,452 721,450 |
The above Consolidated Statement of Financial Position is to be read in conjunction with the accompanying supplementary Appendix 4E information.
Page | 5
Consolidated Statement of Changes in Equity For the year ended 30 June 2021
Consolidated Balance at 1 July 2019 Loss for the period Other comprehensive income for the period Total comprehensive loss for the period Transactions with owners in their capacity as owners Shares issued during the year Historical loan conversion to Equity Share based payments Total transactions with owners for the period Balance at 30 June 2020 Loss for the period Other comprehensive income for the period Total comprehensive loss for the period Transactions with owners in their capacity as owners Shares issued during the year Capital raising costs Share based payments Total transactions with owners for the period Balance at 30 Jun 2021 |
Issued Capital Accumulated Losses Reserves Total Equity $ $ $ $ |
|---|---|
| 29,463,614 (32,214,728) 3,210,629 459,515 |
|
| - (3,705,235) - (3,705,235) - - (19,314) (19,314) |
|
| - (3,705,235) (19,314) (3,724,549) |
|
| 3,329,412 - - 3,329,412 366,667 - - 366,667 - - 290,405 290,405 |
|
| 3,696,079 - 290,405 3,986,484 |
|
| 33,159,693 (35,919,963) 3,481,720 721,450 |
|
| - (3,021,747) - (3,021,747) - - 43,327 43,327 |
|
| - (3,021,747) 43,327 (2,978,420) |
|
| 8,597,634 - - 8,597,634 (107,500) - - (107,500) - - 72,288 72,288 |
|
| 8,490,134 - 72,288 8,562,422 |
|
| 41,649,827 (38,941,710) 3,597,335 6,305,452 |
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying supplementary Appendix 4E information.
Page | 6
Consolidated Statement of Cash Flows For the year ended 30 June 2021
| Note Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest received Finance costs Government grants received Income tax paid Net cash used in operating activities 16(a) Cash flows from investing activities Purchase of plant and equipment 11 Net cash used in investing activities Cash flows from financing activities Proceeds from issue of shares Repayment of lease liabilities Proceeds from borrowings Repayment of borrowings Transaction cost related to issue of shares Net cash provided by financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of the financial year Cash and cash equivalents at end of financial year |
Consolidated 2021 2020 $ $ 4,676,093 4,279,899 (9,545,506) (8,611,061) 3,683 18,493 (131,037) (60,046) 1,618,995 1,447,119 (31,204) (100,902) |
|---|---|
| (3,408,976) (3,026,498) | |
| (252,554) (99,996) |
|
| (252,554) (99,996) |
|
| 7,150,000 3,329,265 (252,848) (220,531) 880,000 598,197 (1,294,301) (90,000) (107,500) - |
|
| 6,375,351 3,616,931 |
|
| 2,713,821 490,437 2,462,642 1,972,205 |
|
| 5,176,463 2,462,642 |
The above Consolidated Statement of Cash Flows is to be read in conjunction with the accompanying supplementary Appendix 4E information.
Page | 7
Supplementary Appendix 4E Information
1. Statement of significant accounting policies
This preliminary final report has been prepared in accordance with ASX Listing Rule 4.3A and the disclosure requirements of ASX Appendix 4E.
This report is to be read in conjunction with any public announcements made by SenSen Networks Limited during the reporting period in accordance with the continuous disclosure requirements of Corporations Act 2001 and the Australian Securities Exchange Listing Rules.
The preliminary financial report, comprising the financial statements and notes of SenSen Networks Limited and its controlled entities, complies with the measurement and recognition requirements of the International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
The principal accounting policies adopted in the preparation of the preliminary financial report are consistent with those of the previous financial year.
2. Material factors affecting the economic entity for the current period
The loss of the Group for the financial year after income tax amounted to $3,021,747 (2020: loss of $3,705,235).
An analysis of underlying adjusted net loss in the current period which is calculated after excluding the effects of costs incurred but not expected to occur in the future is outlined below:
| Net loss for the year after tax Share-based payment expense Adjusted Net loss for the year after tax 3. Retained Earnings |
Consolidated 2021 2020 $ $ |
|
|---|---|---|
| (3,021,747) (3,705,235) |
||
| (72,288) (290,405) |
||
| (2,949,459) (3,414,830) |
||
| Consolidated 2021 2020 $ $ |
||
| Balance 1 July Net loss for the year Balance 30 June |
(35,919,963) (32,214,728) (3,021,747) (3,705,235) |
|
| (38,941,710) (35,919,963) |
Page | 8
4. Additional Dividend Information
There were no dividends paid or proposed during the year (2020: nil).
5. Dividend Reinvestment Plan
The company has no dividend reinvestment plan in operation.
6. NTA Backing
| Consolidated | Consolidated | |
|---|---|---|
| 2021 | 2020 | |
| $ | $ | |
| Net tangible asset backing per ordinary share | $0.010 | $0.002 |
7. Loss per share
| Consolidated 2021 2020 $ $ |
|
|---|---|
| Basic loss per share (cents per share) Diluted loss per share (cents per share) Loss used in calculating EPS Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS Loss attributable to the ordinary equity holders of the company used in calculating loss per share: |
(0.62) (0.85) (0.62) (0.85) (3,021,747) (3,705,235) |
| No. No. |
|
| 484,148,628 435,573,293 |
|
| (3,021,747) (3,705,235) |
8. Share Buyback
The company had no on-market buy back in operation during the year ended 30 June 2021 or the year ended 30 June 2020.
Page | 9
9. Segment information
Operating segments are identified on the basis of internal reports that are regularly reviewed by the executive team in order to allocate resources to the segment and assess its performance.
AASB 8 Operating Segments states that similar operating segments can be aggregated to form one reportable segment. Following the acquisition of SenSen P/L, the group aggregated all its reporting segments into two reportable operating segments. Prior to acquisition, the Company operated as a corporate shell having ceased its previous exploration activities in the prior period.
The principal areas of operation of the group are as follows: - Smart Cities
- Casinos
Segment Revenues and Results
The following is an analysis of the Group’s revenue and results by reportable operating segment for the periods under review.
| Segment performance Revenue Revenue from contracts with customers Other income Total revenue and other income Segment expenses Segment result before tax Income tax Net Loss Depreciation and amortization Share-based payment expense |
Smart Cities Casinos Consolidated $ $ $ 2021 |
Smart Cities Casinos Consolidated $ $ $ 2020 |
|---|---|---|
| 4,805,623 726,914 5,532,537 1,801,081 1,011,298 2,812,379 6,606,704 1,738,212 8,344,916 (7,667,880) (3,693,241) (11,361,121) (1,061,176) (1,955,029) (3,016,205) (5,542) - (5,542) (1,066,718) (1,955,029) (3,021,747) 348,857 195,881 544,738 54,308 17,980 72,288 |
3,376,472 387,054 3,763,526 938,097 618,983 1,557,080 |
|
| 4,314,569 1,006,037 5,320,606 |
||
| (6,207,044) (2,803,724) (9,010,768) |
||
| (1,892,475) (1,797,687) (3,690,162) (15,073) - (15,073) |
||
| (1,907,548) (1,797,687) (3,705,235) |
||
| 263,121 173,615 436,736 174,969 115,436 290,405 |
Page | 10
10. Trade and other receivables
| Consolidated 2021 2020 $ $ |
|
|---|---|
| CURRENT Trade receivables Loss allowance |
1,000,489 743,703 (21,747) - |
| 978,742 743,703 |
11. Property, plant and equipment
| Motor | Furniture & | Computer | Total | |
|---|---|---|---|---|
| Vehicles | Equipment | Equipment | $ | |
| $ | $ | $ | ||
| 30 June 2020 | ||||
| Opening net book value | 93,746 | 13,013 | 367,446 | 474,205 |
| Additions/disposals | (60,043) | - | 160,040 | 99,996 |
| Other movements | - | - | (8,610) | (8,610) |
| Depreciationand amortisation | (15,205) | (1,645) | (195,830) | (212,680) |
| Balance at 30 June 2020 | 18,498 | 11,368 | 323,045 | 352,911 |
| At 30 June 2020 | ||||
| Cost | 37,880 | 46,460 | 719,727 | 804,067 |
| Accumulated depreciation | (19,382) | (35,092) | (396,682) | (451,156) |
| Net book balance | 18,498 | 11,368 | 323,045 | 352,911 |
| Motor | Furniture & | Computer | Total | |
|---|---|---|---|---|
| Vehicles | Equipment | Equipment | $ | |
| $ | $ | $ | ||
| 30 June 2021 | ||||
| Opening net book value | 18,498 | 11,368 | 323,045 | 352,911 |
| Additions/disposals | 29,668 | 982 | 221,904 | 252,554 |
| Other movements | 9,772 | - | (17,699) | (7,927) |
| Depreciation and amortisation | (13,864) | (1,931) | (190,923) | (206,718) |
| Balance at 30 June 2021 | 44,074 | 10,419 | 336,327 | 390,820 |
| At 30 June 2021 | ||||
| Cost | 67,547 | 46,690 | 830,550 | 944,787 |
| Other movements | - | - | - | - |
| Accumulated depreciation | (23,473) | (36,271) | (494,223) | (553,967) |
| Net book balance | 44,074 | 10,419 | 336,327 | 390,820 |
12. Trade and other payables
Page | 11
| Consolidated 2021 2020 $ $ |
|
|---|---|
| Current Trade payables Accruals and other payables Employee benefits Contract liabilities Non-Current Employee benefits |
750,357 1,094,691 937,057 119,935 263,687 321,868 521,874 1,399,926 |
| 2,472,975 2,936,420 |
|
| 105,983 78,680 |
|
| 105,983 78,680 |
All trade and other payables are expected to be settled within 12 months.
13. Borrowings
| 13. Borrowings | |
|---|---|
| Consolidated 2021 2020 $ $ |
|
| (a) Loans from related parties – unsecured (b) Bank Loan Total Current Borrowings |
- 400,101 861,280 912,666 |
| 861,280 1,324,667 |
- a) A loan facility of $500,000 was agreed with Subhash Challa and related parties in June 2019. $400,000 of this facility was drawn down as at 30 June 2020. This loan was repaid in full by 30 June 2021.
A shareholder, Adapt Capital Pty Ltd extended a loan to the Company with no interest payable. On 12 December 2019, the Company issued 3,333,333 shares to Adapt Capital Pty Ltd to convert this historical loan to SenSen for consideration of $500,000. The fair value of the shares issued is $367,667, thus, this resulted in a gain of $133,333 recognized as other income in profit and loss.
- b) Includes a bank debt with Commonwealth Bank for $450,000 secured by an account set-off arrangement with a matching term deposit and a first ranking charge over present and after acquired property. Variable rate interest of 5.45% is charged. The loan was renewed in December 2020. The loan is secured by a letter of set-off between the Group and Commonwealth Bank over a Term Deposit.
A short-term working capital loan of $380,000 was agreed with Rocking Horse Nominees Pty Ltd in December 2020. Fixed rate interest of 15% is charged. This loan is expected to be paid back in full through a Research and Development grant via the Company’s tax return for 30 June 2021. The loan is secured over the Research and Development refund.
Page | 12
14. ISSUED CAPITAL
| Consolidated 2021 2020 Note $ $ |
Consolidated 2021 2020 Note $ $ |
|
|---|---|---|
| Ordinary shares (a) Share capital movement during the period Balance at beginning of the reporting period Shares issued during the year (i) Share Issue Costs Historical Loan Conversion to Equity (ii) Balance at end of period |
(a) 41,649,827 33,159,693 Consolidated 2021 2020 No. $ No. $ 447,236,086 33,159,693 418,554,418 29,463,614 70,922,146 8,597,634 25,348,335 3,329,412 - (107,500) - - - - 3,333,333 366,667 518,158,232 41,649,827 447,236,086 33,159,693 |
|
| 447,236,086 33,159,693 |
- (i) The Group completed the following share issue allocations in each respective period:
2021 financial year
SenSen issued the following shares in the financial year ended 30 June 2021:
-
Employee Incentive Plan
-
3,371,052 shares on 23 July 2020. The expense in relation to this share issue was expensed as part of the share based payments in the 2020 financial year.
-
Snap Surveillance
-
9,881,423 shares on 1 December 2020 as part of the consideration, based on the published share price on 1 December 2020 of $0.14 per share. There are 4,940,712 shares still under escrow at 30 June 2021.
-
External Advisors
-
263,158 shares on 1 December 2020 at $0.095 per share. The share price on transaction date was $0.14 per share. The difference between the value of the equity granted and the share price is accounted for as expense in the consolidated statement of profit or loss and other comprehensive income.
-
101,250 shares on 21 December 2020 at $0.095 per share. The share price on transaction date was $0.125 per share. The difference between the value of the equity granted and the share price is accounted for as expense in the consolidated statement of profit or loss and other comprehensive income.
-
Contractor / Employee
-
105,263 shares on 1 December at $0.095 per share. The share price on transaction date was $0.14. The difference between the value of the equity granted and the share price is accounted for as expense in the consolidated statement of profit or loss and other comprehensive income.
Page | 13
14. ISSUED CAPITAL (CONTINUED)
-
Private Placement:
-
57,200,000 shares in January 2021, as part of an A$7.15M placement to private and institutional investors, equal to approximately 11% of the total post-placement issued shares of SenSen. The placement was conducted at $0.125 cents per share, a discount of 9.29% to the 30-day Volume Weighted Average Price (VWAP) of SenSen shares.
2020 financial year
SenSen issued 3,153,235 shares to directors and staff members as part of the company’s LongTerm Incentive scheme on 8 August 2019.
Furthermore, under the private placement agreement with Angel Japan Co., Ltd., an additional 22,195,100 shares were issued, equal to approximately 4.99% of the total Post-placement issued shares of SenSen for nominal consideration of $3,329,265. This distribution agreement was terminated on 30 June 2020.
On 12 December 2019, SenSen issued 3,333,333 shares to Adapt Capital Pty Ltd (formerly Speedshield Holdings Pty Ltd) to convert a historical loan to SenSen at a consideration of $500,000. The fair value of the shares issued is $367,667, thus, this resulted in a gain of $133,333.
15. Reserves
| 15. Reserves | |
|---|---|
| Consolidated 2021 2020 $ $ |
|
| Share based payment reserve Foreign currency translation reserve Total Reserves |
3,669,759 3,597,471 (72,424) (115,751) |
| 3,597,335 3,481,720 |
Page | 14
16. Reconciliation of cash flows from operating activities
| Consolidated | Consolidated | |
|---|---|---|
| 2021 | 2020 | |
| $ | $ | |
| Reconciliation of profit/(loss) after income tax to net cash | used in | |
| operating activities | ||
| Net loss for the year | (3,021,747) | (3,705,235) |
| Non-cash flows in profit/(loss): | ||
| Expenses | ||
| Depreciation and amortisation expense | 290,051 | 212,680 |
| Right of use asset depreciation | 263,750 | 224,056 |
| Share based payment expense | 72,288 | 290,405 |
| Other non-cash | 78,611 | - |
| Changes in assets and liabilities net of the effects of | ||
| acquisitions of subsidiaries | ||
| (Increase)/decrease in trade and other receivables | (256,786) | (7,892) |
| (Increase)/decrease in contract assets | 209,999 | (323,283) |
| (Increase)/decrease in inventory | 561,514 | (802,908) |
| (Increase)/decrease other assets | (1,156,167) | (18,243) |
| Increase/(decrease) in trade and other payables | (419,611) | 611,521 |
| Increase/(decrease) in provisions | (30,878) | 492,401 |
| Net cash used in operating activities | (3,408,976) | (3,026,498) |
17. Trends in Performance
The business recorded significantly increased revenue over the previous financial year. The FY2021 revenues consisted primarily of existing recurring contracted revenue and additional orders from SenSen’s Smart Cities customers in Australia and overseas, with the biggest relative contribution occurring in the first half.
In the financial year ahead, the Company expects growing revenues from both a strong pipeline of new potential clients and recurrent revenue, as well as from software as a service (SaaS) licence arrangements with existing clients.
18. Other Factors that Affected Results in the Period or which are Likely to Affect the Results in the Future
In the Smart Cities business vertical, SenSen launched the world’s first AI-powered smartphone app, Gemineye, in March 2019, which offers cities around the globe access to affordable, accessible, highly accurate process automation services for smart cities. The new solution is a game changer for governments, cities and councils, offering an unprecedentedly cost-effective solution for smart city management and significantly broadening SenSen’s global addressable market while reducing the timeframes for technology adoption and thereby SenSen revenue outcomes.
The impact of COVID 19 on the Company is referred to above within the ‘Commentary on the results for Financial Year 2021’.
Page | 15
19. Controlled Entities Acquired or Disposed of
No controlled entities were acquired or disposed of during the year. The Group acquired the business and assets of Snap Network Surveillance Pty Ltd on 1 December 2020.
Details of the purchase consideration, the net assets acquired and identifiable acquired intangible assets are as follows:
| Purchase consideration, consisting of: Ordinary shares issued Total purchase consideration |
$ |
|---|---|
| 1,383,399 | |
| 1,383,399 |
The fair value of the 9,881,423 shares issued as part of the consideration paid for Snap Network Surveillance Pty Ltd was based on the published share price on 1 December 2020 of $0.14 per share.
| The assets and liabilities recognised as a result of the acquisition are as follows Net identifiable assets acquired Add: acquired intangible assets (patents) Add: intangible asset (goodwill) Net assets acquired |
- 1,000,000 383,399 |
|---|---|
| 1,383,399 |
The main factor represented in the goodwill is the synergies expected from combining operations of SenSen Networks Limited and Snap Network Surveillance Pty Ltd. This goodwill balance is not expected to be deductible for tax purposes.
Acquisition costs expensed in the consolidated statement of profit or loss and other comprehensive income as part of the business combination included:
-
263,158 shares granted to external advisors at $0.14 cents per share (included within note 14); and
-
$25,000 cash payment to external advisors.
Post-acquisition, Snap Network Surveillance has not contributed any material amounts to the Group’s revenue and net loss after tax. If the acquisition was completed on 1 July 2020, there would be no material change to the Group’s revenue or net loss for the year ended 30 June 2021.
| Intellectual | Goodwill | Total | |
|---|---|---|---|
| Property | |||
| $ | $ | $ | |
| 30 June 2020 | |||
| Opening net book value | - | - | - |
| Additions | - | - | - |
| Amortisation | - | - | - |
| Balance at 30 June 2020 | - | - | - |
| Opening net book value | - | - | - |
| Additions | 1,000,000 | 383,399 | 1,383,399 |
| Amortisation | (83,333) | - | (83,333) |
| Balance at 30 June 2021 | 916,667 | 383,399 | 1,300,066 |
Page | 16
20. Associates and Joint Venture Entities
The Company did not acquire or dispose of any interests in Joint Ventures or Associates during the year.
21. Other Significant Information
There is no other significant information in addition to the information that has been included in this report in relation to the company’s financial performance or financial position.
22. Subsequent events
On 26 May 2021, SenSen Networks Limited announced an agreement to acquire Scancam Industries Pty Ltd. The transaction closed on 20 July 2021 as announced on the ASX.
The acquisition of Scancam consists of 100% of the issued share capital for the following upfront and deferred consideration:
-
Upfront consideration: A$6.5M ie A$1M cash plus A$5.5M in ordinary shares in SenSen (subject to shareholder approval); and
-
Deferred consideration: of up to a maximum of A$4.1M, should the audited ARR of the Scancam business reach A$3M within a 24-month period post the Completion date – payable in cash or ordinary shares in SenSen at the election of the SenSen Board.
23. Audit Status
This report is based on accounts which are in the process of being audited.
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