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VECTION TECHNOLOGIES LTD — Annual Report 2017
Aug 30, 2017
66017_rns_2017-08-30_54560f20-94b6-4f24-863e-d695af140146.pdf
Annual Report
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Appendix 4E
Full year report
Name of entity
SERVTECH GLOBAL HOLDINGS LIMITED
| ABN 93 614 814 041 |
Reporting period (year ended) 30 June 2017 |
Previous corresponding period (year ended) |
|---|---|---|
| 93 614 814 041 | 30 June 2017 | 30 June 2016 |
For announcement to the market
Extracts from this report for announcement to the market
| A$000 | ||||
|---|---|---|---|---|
| Revenues from ordinary activities | Up | 53% | to | 10,664 |
| Loss before tax attributable to members | Up | 3966% | to | 5,974 |
| Loss after tax attributable to members | Up | 3966% | to | 5,974 |
| Net loss for theperiod attributable to members | Up | 3966% | to | 5,974 |
Dividends (distributions)
No dividends were paid or provided for during the current period or the previous corresponding period. The Company does not have a dividend reinvestment plan.
NTA backing
| June 2017 cents |
June 2016 cents |
|
|---|---|---|
| Net tangible asset backing per ordinarysecurity | 2.44 | N/a |
Financial information
The consolidated statement of comprehensive income is attached together with notes, to this statement. The consolidated statement of financial position is attached together with notes, to this statement. The consolidated statement of cash flows is attached together with notes, to this statement. The consolidated statement of changes in equity is attached together with notes, to this statement.
ServTech Global Holdings Ltd Appendix 4E
Details of entities over which control has been gained or lost during the period
Please refer to Note 19 of the attached report.
Details of associates and joint venture entities
Not applicable.
Other significant information
Any other significant information needed to make an informed assessment of the entity's financial performance and financial position is included elsewhere in this Appendix 4E or is in the report.
Foreign entities accounting standards used
Not applicable.
Commentary on results
On 15 September 2016 Servtech Global Holdings Limited completed the transaction described in Note 23 of the attached report. The comparative financial information included in the financial statements is that of Sell Lease Property Pty Ltd, not the Company. The results in the current period comprise those for Sell Lease Property Pty Ltd for the period 1 July 2016 to 15 September 2016 and the enlarged Group from 16 September 2016 to 30 June 2017. Please refer to Note 17 of the attached report for a summary of the financial results of each segment of the Group.
During the year the Group prepared and lodged a prospectus raising $6,000,000, before associated costs, by the issue of 30,000,000 shares at an issue price of $0.20 each. These funds have been utilised to fund investment in the growth of the business in various areas to diversify its products and services to new industry sectors both in Australia and internationally.
This investment has resulted in the Group exceeding its consolidated target revenues of $10 million with the revenue for the financial year ending 30 June 2017 exceeding $10.5 million.
Audit
This report is based on accounts that are in the process of being audited, and are unlikely to be subject to dispute or qualification. However, the Company expects that the auditor's opinion will include an emphasis of matter in relation to the Group's ability to continue as a going concern. Please refer to Note 1(f) of the attached report in relation to the Group's going concern accounting policy.
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SERVTECH GLOBAL HOLDINGS LIMITED
ABN 93 614 814 041
APPENDIX 4E UNAUDITED FINANCIAL REPORT
30 JUNE 2017
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SERVTECH GLOBAL HOLDINGS LIMITED
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2017
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
| Notes | Consolidated | Consolidated |
|---|---|---|
| Year Ended | Year Ended | |
| 30 June 2017 | 30 June 2016 | |
| $ 10,664,115 10,816,978 194,530 465,819 347,504 370,279 966,624 1,368,617 108,583 186,771 78,520 731,582 225,357 114,379 662,080 16,637,623 (5,973,508) - (5,973,508) (1,712) (5,975,220) (5,975,220) (0.1176) (0.1176) |
$ | |
| Revenue Revenue Expenses Employee benefits expense Advertising expense Rent expense Trail commission expense Information technology expense Consulting and professional fees Finance costs 2 Depreciation and amortisation Accounting fees Insurance expense Other expenses Travel Acquisition costs – common controlled transaction Share based payment 2 Total Expenditure Loss before income tax expense Income tax benefit Loss after income tax attributable to equity holders of Servtech Global Holdings Limited 15 Other comprehensive income Total comprehensive loss for the year Loss and total comprehensive income attributable to equity holders of Servtech Global Holdings Limited Basic loss per share 16 Diluted loss per share 16 |
6,988,728 5,854,043 128,801 315,404 - 137,983 119,362 41,935 47,807 183,141 35,763 242,152 29,234 - - |
|
| 7,135,625 | ||
| (146,897) | ||
| - | ||
| (146,897) | ||
| - | ||
| (146,897) | ||
| (146,897) | ||
| (0.0037) (0.0037) |
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
2
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SERVTECH GLOBAL HOLDINGS LIMITED
FINANCIAL REPORT AS AT 30 JUNE 2017 CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| Notes | Consolidated | Consolidated |
|---|---|---|
| As at 30 June | As at 30 June | |
| 2017 | 2016 | |
| $ 3,300,575 642,785 3,943,360 561,275 454,909 430,989 1,447,173 5,390,533 1,231,918 143,504 438,231 1,813,653 555,078 72,697 627,775 2,441,428 2,949,105 10,040,552 599,668 (7,691,115) 2,949,105 |
$ | |
| Current Assets Cash and cash equivalents 3 Receivables 4 Total Current Assets Non-Current Assets Receivables 5 Property, plant & equipment 6 Intangible assets 7 Total Non-Current Assets Total Assets Current Liabilities Payables 8 Employee provisions 10 Interest bearing liabilities 12 Total Current Liabilities Non-Current Liabilities Trade and other payables 9 Employee provisions 11 Total Non-Current Liabilities Total Liabilities Net Assets/(Liabilities) Equity Issued capital 13 Reserves 14 Accumulated losses 15 Total Equity |
364,666 354,015 |
|
| 718,681 | ||
| 189,116 110,317 - |
||
| 299,433 | ||
| 1,018,114 | ||
| 574,917 38,678 2,109,241 |
||
| 2,722,836 | ||
| - 11,885 |
||
| 11,885 | ||
| 2,734,721 | ||
| (1,716,607) | ||
| 1,000 - (1,717,607) |
||
| (1,716,607) |
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
| Consolidated | |
|---|---|
| Year Ended 30 June 2017 | |
| Issued Capital Accumulated Losses Share Based Payments Reserves Foreign Currency Translation Reserve Total |
|
| $ $ $ $ $ |
|
| Balance at 1 July 2016 | 1,000 (1,717,607) - - (1,716,607) |
| Loss for the period | - (5,973,508) - - (5,973,508) |
| Other comprehensive income | - - - (1,712) (1,712) |
| Total comprehensive loss for theperiod | - (5,973,508) - (1,712) (5,975,220) |
| Share based payments – Note. 13,14 | 333,200 - 601,380 - 934,580 |
| Transactions with owners in their capacity as owners |
|
| Issue of share capital – Note. 13 | 10,594,240 - - - 10,594,240 |
| Share issue costs | (887,888) - - - (887,888) |
| Balance at 30 June 2017 | 10,040,552 (7,691,115) 601,380 (1,712) 2,949,105 |
| Balance at 1 July 2015 Loss for the period Other comprehensive income Total comprehensive income for the year Transactions with owners in their capacity as owners Issue of share capital Share issue costs Balance at 30 June 2016 |
1,000 (1,570,710) - - (1,569,710) - (146,897) - - (146,897) - - - - - |
| - (146,897) - - (146,897) |
|
| - - - - - - - - - - |
|
| 1,000 (1,717,607) - - (1,716,607) |
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
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SERVTECH GLOBAL HOLDINGS LIMITED
FINANCIAL REPORT AS AT 30 JUNE 2017 CONSOLIDATED STATEMENT OF CASH FLOWS
| Notes | Consolidated | Consolidated |
|---|---|---|
| Year Ended 30 June 2017 |
Year Ended 30 June 2016 |
|
| $ 11,310,170 (14,481,433) (73,032) - (12,626) 8,709 (3,248,212) (400,989) (460,567) (105,583) (967,139) 6,001,000 (590,388) 52,355 1,638,231 49,620 7,150,818 364,666 2,935,467 442 3,300,575 |
$ | |
| Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest paid Advancement of funds to common controlled entities Advancement of funds to employees Interest received Net cash outflow from operating activities3 Cash flows from investing activities Payments for plant & equipment Payments for intangible assets – rent roll (Payments)/refunds of leasing deposits Net cash outflow from investing activities Cash flow from financing activities Proceeds from issues of shares Transaction costs Net cash acquired in common controlled acquisition 24 Proceeds from borrowings Proceeds from shareholder loans Net cash inflow from financing activities Cash and cash equivalents at the beginning of the financial year Net increase/(decrease) in cash and cash equivalents Effect of movement in exchange rates on cash held Cash and cash equivalents at the end of the financial year3 |
7,907,047 (7,971,030) (1,211) (8,024) (151,400) 335 |
|
| (224,283) | ||
| (48,418) - 15,000 |
||
| (33,418) | ||
| - - - - 174,608 |
||
| 174,608 | ||
| 447,759 (83,093) - |
||
| 364,666 |
The above Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Servtech Global Holdings Limited (the “Company” or “Servtech” or “Group”) is a public company limited by shares incorporated on 14 September 2016 and domiciled in Australia.
(a) Basis of preparation
The principle accounting policies adopted for the preparation of the annual financial report are set out below. These accounting policies have been applied consistently to all periods presented unless otherwise stated.
(i) Statement of compliance
This financial report as at 30 June 2017 has been prepared in accordance with Australian Accounting Standards, including Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001 .
(ii) Basis of measurement and reporting convention
This annual financial report has been prepared on an accruals basis and is based on historical cost. The annual financial report is presented in Australian dollars and all values are rounded to the nearest dollar unless otherwise stated.
On 16 September 2016 Servtech Global Holdings Limited completed a transaction with the shareholders of various entities under common control including the following ( Common Controlled Entities ); Sell Lease Property Pty Ltd ( SLP ) (the largest entity within the Group), Value Finance Pty Ltd ( VF ), Complete Settlements Pty Ltd ( CS ), Capitol Asset Management Pty Ltd ( CAM ), Real Estate Agent Performance Pty Ltd, Technobrave Pty Ltd (previously RET Global Pty Ltd), Critical Success Pty Ltd, Admin Tracker Pty Ltd, Admin Tracker Legal Pty Ltd, Admin Tracker Finance Pty Ltd, Admin Tracker Property Management Pty Ltd, Admin Tracker Conveyancing Pty Ltd, Admin Tracker Real Estate Pty Ltd, 4 Clicks CRM Pty Ltd, William Windsor Pty Ltd, Orange Asset Management Pty Ltd and Servtech Global Pty Ltd, to acquire 100% of the share capital of the various Common Controlled Entities in exchange for 40,000,000 shares in the Company. In accordance with Australian Accounting Standards, the acquisition does not meet the definition of a business combination as Servtech was established for the sole purpose of acquiring the Common Controlled Entities by way of equity. The shareholders of the Common Controlled Entities received the same proportion of equity instruments in Servtech.
The comparative financial information included in the Company’s financial statements is that of Sell Lease Property Pty Ltd, not the Company. The results in the current period comprise those for SLP for the period 1 July 2016 to 15 September 2016 and the enlarged Group from 16 September 2016 to 30 June 2017.
The accounting policies adopted are consistent with the accounting policies adopted in the Company’s last annual financial statements for year ended 30 June 2016.
(b) Segment Information
Operating Segments – AASB 8 requires a management approach under which segment information is presented on the same basis as that used for internal reporting purposes. This is consistent to the approach used for the comparative period. Operating segments are reported in a uniform manner to which is internally provided to the chief operating decision maker. The chief operating decision maker has been identified as the Board of Directors.
An operating segment is a component of the Group that engages in business activity from which it may earn revenues or incur expenditure, including those that relate to transactions with other Group components. Each operating segment’s results are reviewed regularly by the Board to make decisions about resources to be allocated to the segments and assess its performance, and for which discrete financial information is available.
The Board monitors the operations of the Company based on 4 segments; Sell Lease Property Pty Ltd, Value Finance Pty Ltd, Complete Settlements Pty Ltd and Capitol Asset Management Pty Ltd.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(b) Segment Information (continued)
The financial results of each segments are reported to the board to assess the performance of the Group. The Board has determined that strategic decision making is facilitated by evaluation of the operations of the legal parent and subsidiaries which represent the operational performance of the Group’s revenues and the research and development activities as well as the finance, treasury, compliance and funding elements of the Group.
(c) Estimates and judgements
The preparation of the annual financial report requires the use of accounting estimates and judgements which, by definition, will seldom equal the actual results. This note provides an overview of the areas that involve a degree of judgement or complexity in the preparing the annual financial report. Facts and circumstances may come to light after the event which may have significantly varied the assessment used which result in a materially different value being recorded at the time of preparing this annual financial report.
Deferred tax assets - The Group has not recognised deferred tax assets relating to carried forward tax losses or timing differences. These amounts have not been recognised given the recognition requirements of AASB 112 Income Taxes .
Intangible assets - Rent rolls are classified as intangible assets and recorded at cost less accumulated amortisation. The rent rolls are amortised over 7 years which is their estimated useful life based on comparable market evidence.
Upfront commission - The Group is entitled to receive upfront commissions from lenders on loans that have been originated by the Group and settled by the ultimate financier. There is a potential clawback period (which varies depending upon the lender) from when the loan settles (notwithstanding the Group has an ability to contractually obtain any clawback amount from the referring party), accordingly the Group recognises a provision for potential payment, at 30 June 2017 this amount was $nil (2016: $nil).
Trail commission - The Group is entitled to receive trail commissions from lenders on loans that have been originated by the Group and settled by the ultimate financier. The trailing commissions are received over the life of the loan based on the individual loan balance outstanding. The Group is also required to make trailing commission payments to brokers or other referrers.
The Group recognises the trail commissions as revenue on a gross basis at the present value of the consideration, determined by discounting the instalments receivable at the imputed rate of interest of 10%. An appropriate corresponding expense and provision is also recognised for the amount to be on-paid to the referring party.
The determination of the trailing commission revenue and receivable and expense and payable requires the use of considerable assumptions, including but not limited to the life of the underlying loan, which is consistent with general market practice.
Rental management referrals - The Group has entered into referral agreements with various parties in relation to property management rights (“rent roll”). Under the referral agreement the referrers are due deferred contingent commissions, which is the value of the rent roll generated by the Group once the following conditions are met:
-
Serviced by the Group for 24 months
-
A further 12 month agreement is entered into after the initial 24 month period
As the payment is contingent upon a future event (as outlined above) no provision is recognised until the above conditions are satisfied, however the potential amounts payable are detailed in Note 21. Any eventual referral fees paid will be capitalised as an intangible asset, being a cost directly relating to the acquisition of the rent roll.
Capital reorganisation – The acquisition of 100% of the issued capital of the Common Controlled Entities by the Company, by way of issuing the shareholders of the Common Controlled Entities fully paid shares in the Company, has been determined by management to be a capital reorganisation as the transaction does not meet the definition of a business. Capital reorganisation transactions are a complex accounting area because there is no specific applicable accounting standards to these types of transactions. In the absence of specific guidance, management has used the guidance in AASB 108 Accounting Policies, Change in Accounting Estimates and Errors (para 10) whereby management have used its judgement in developing and applying a relevant and reliable accounting policy using pre-combination book values to account for this transaction as no substantive economic change has occurred. Refer to Notes 1(a)(ii) and 23 for additional information.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(d) Principles of consolidation
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
(e) Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of the Company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial period, adjusted for bonus elements in ordinary shares issued during the financial period.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
(f) Going Concern
The financial report has been prepared on the going concern basis, which assumes continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business. For the year ended 30 June 2017 the Group recorded a loss of $5,973,508 (2016: $146,897) and had negative cash flows from operating activities of $3,248,212 (2016: $224,283).
These conditions indicate a material uncertainty that may cast a significant doubt about the Group’s ability to continue as a going concern, and therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.
During the year the Group prepared and lodged a prospectus raising $6,000,000, before associated costs, by the issue of 30,000,000 shares at an issue price of $0.20 each. These funds have been utilised to fund investment in the growth of the business in various areas to diversify its products and services to new industry sectors both in Australia and internationally, which has resulted in significant losses and cash burn.
The Group maintains a strict internal cash flow management process and based on current forecasts the directors believe the Group is on track to achieve free cash flow by mid-2018. This anticipated free cash flow date is based on numerous revenue and other assumptions. Should these targets not be achieved the directors believe the Group has appropriately positioned the business so the cost base is scalable and costs can be reduced in line with revenue as required.
The financial statements have been prepared on the basis that the Group is a going concern, which contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for the reasons outlined above.
Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements and that the financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the Group not continue as a going concern.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(g) New accounting standards and interpretations that are not yet mandatory
The following new standards and amendments to standards are applicable to the Group and are mandatory for the first time for the financial year beginning 1 July 2017 and beyond. None of the standards and interpretations have affected any of the amounts recognised in the current period or any prior period.
Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
The following standards, amendments to standards and interpretations have been identified as those which may impact the Group
| Application date for | ||
|---|---|---|
| Title and Reference | **Nature of Change ** | entity |
| AASB 9_Financial_ | Amends the requirements for classification and measurement of | 1 July 2018 |
| Instruments AASB 9 | financial assets. The available-for-sale and held-to-maturity categories | |
| of financial assets in AASB 139 have been eliminated. | ||
| Adoption of AASB 9 is only mandatory for the year ending 30 June | ||
| 2018. The Group has not yet made an assessment of the impact of | ||
| these amendments. | ||
| AASB 15_Revenue from_ | An entity will recognise revenue to depict the transfer of promised | 1 July 2018 |
| contracts with customers | goods or services to customers in an amount that reflects the | |
| consideration to which the entity expects to be entitled in exchange | ||
| for those goods or services. This means that revenue will be | ||
| recognised when control of goods or services is transferred, rather | ||
| than on transfer of risks and rewards as is currently the case under IAS | ||
| 18 Revenue. | ||
| The Group is yet to undertake a full analysis of the impact of this | ||
| standard at this stage. | ||
| AASB 16 (issued February | AASB 16 eliminates the operating and finance lease classifications for | 1 July 2019 |
| 2016)Leases | lessees currently accounted for under AASB 117_Leases_. It instead | |
| requires an entity to bring most leases onto its balance sheet in a | ||
| similar way to how existing finance leases are treated under AASB 117. | ||
| An entity will be required to recognise a lease liability and a right of | ||
| use asset in its balance sheet for most leases. | ||
| There are some optional exemptions for leases with a period of 12 | ||
| months or less and for low value leases. | ||
| Lessor accounting remains largely unchanged from AASB 117. | ||
| The Group has not yet made a detailed assessment of the impact of | ||
| this standard at this stage. |
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| PROFIT OR LOSS ITEMS | |
|---|---|
| 2 | LOSS FOR THE PERIOD |
| Loss for the year included the following items: |
(i) Listing costs
| Consolidated | Consolidated |
|---|---|
| Year Ended 30 June 2017 |
Year Ended 30 June 2016 |
| $ 644,146 |
$ |
| - |
The Company incurred costs to list on ASX over the last 18 months, these costs include professional fees in preparing the prospectus and additional expenditure in connection with this process. The amounts incurred represents one off costs and will not be incurred in the future.
| (ii) Finance costs Convertible notes – Note 12 Other |
1,200,000 168,617 1,368,617 |
- 41,935 |
|
|---|---|---|---|
| 41,935 |
Convertible Notes – During the year the Group issued $1,200,000 of convertible notes as initial capital raising (“Initial Capital Raising Notes”), refer Note 12 for further details.
The loan amount was repaid by the Group on the repayment date through the issue of shares in the Company. The Initial Capital Raising Notes were interest free but the issue price of shares on conversion was 50% of the price of shares issued under the Public Offer.
Following the conversion of the Initial Capital Raising Notes on the listing on the Australian Securities Exchange (“ASX”), the 50% conversion or $1,200,000 was recognised as a finance cost in the financial year ended 30 June 2017, with $2,400,000 recognised in issued capital.
(iii) Share based payments 662,080 -
During the period the Group undertook several share based payment transactions which are detailed in Note 13 and Note 14.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| ERVTECH GLOBAL HOLDINGS LIMITED NANCIAL REPORT AS AT 30 JUNE 2017 OTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
||
|---|---|---|
| 3 CASH Cash at bank Balance per statement of cash flows |
Consolidated | |
| As at 30 June 2017 |
As at 30 June 2016 |
|
| $ 3,300,575 3,300,575 |
$ | |
| 364,666 | ||
| 364,666 |
| (a) Reconciliation of loss after income tax to net cash flows from operating activities Loss for the period Non-cash items: Depreciation Acquisition of common controlled entities Interest accrued on convertible note Share based payment Interest accrued on shareholder loan Movements in assets/liabilities: (Increase)/decrease in other receivables Increase in common controlled receivables Increase in employee receivables Increase/(decrease) in other payable and provisions Net cash inflow/(outflow) from operating activities |
Consolidated | Consolidated |
|---|---|---|
| Year Ended 30 June 2017 |
Year Ended 30 June 2016 |
|
| $ (5,973,508) 108,583 114,379 1,200,000 662,080 84,999 (542,418) - (12,626) 1,110,299 (3,248,212) |
$ | |
| (146,897) 47,807 - - - - (9,218) (8,024) (151,400) 43,449 |
||
| (224,283) |
(b) Non-cash financing and investing activities
(i) Issue of shares
The Company issued various shares (Note 12) and share based payments (Note 13) as detailed in relevant notes to the financial report.
(ii) Shareholder Loans
During the year a shareholder loan was converted to equity as detailed in Note 13.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 4 RECEIVABLES - CURRENT Trade and other receivables Amounts receivable from employees Provision for doubtful debts Amounts receivable from shareholders Prepayments |
Consolidated | Consolidated |
|---|---|---|
| As at 30 June 2017 |
As at 30 June 2016 |
|
| $ 429,961 287,706 (216,661) 71,045 2,095 139,684 642,785 |
$ | |
| 196,437 275,081 (214,400) |
||
| 60,681 51,715 45,182 |
||
| 354,015 |
- (a) Classification of trade and other receivables (current and non current)
All receivables are non-interest bearing. There are no receivables where the fair value would be materially different from the current carrying value. The Group reviews all receivables for impairment. Any receivables which are doubtful have been provided for. Based on past experience all receivables where no impairment has been recognised are not considered to be impaired. No other class of financial asset is past due.
| 5 RECEIVABLES – NON CURRENT Receivables from common controlled companies Trail commission receivables |
- 561,275 561,275 |
189,116 - |
|---|---|---|
| 189,116 |
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 6 PROPERTY, PLANT & EQUIPMENT OFFICE & COMPUTER EQUIPMENT Office & computer equipment at cost Less accumulated depreciation LEASEHOLD IMPROVEMENTS Leasehold improvements at cost Less accumulated depreciation SOFTWARE DEVELOPMENT Software development at cost Less accumulated depreciation TOTAL PLANT & EQUIPMENT 7 INTANGIBLE ASSETS Intangible assets – rent roll Less accumulated amortisation |
Consolidated | Consolidated |
|---|---|---|
| As at 30 June 2017 |
As at 30 June 2016 |
|
| $ 509,089 (205,477) 303,612 138,530 (1,555) 136,975 18,963 (4,641) |
$ | |
| 212,725 (124,795) |
||
| 87,930 | ||
| 23,358 (971) |
||
| 22,387 | ||
| - - |
||
| 14,322 | - | |
| 454,909 460,567 (29,578) 430,989 |
110,317 | |
| - - |
||
| - |
In December 2016 the Group acquired a parcel of rental management rights which has been recognised as an intangible asset. The purchase was funded via an external finance facility (refer Note. 12).
| 8 PAYABLES - CURRENT Unsecured liabilities: Sundry creditors and accruals Payables to employees |
1,215,227 16,691 1,231,918 |
506,876 68,041 |
|
|---|---|---|---|
| 574,917 | |||
Payables (current and non-current) are non-interest bearing. There are no payables where the fair value would be materially different from the current carrying value.
| 9 PAYABLES – NON-CURRENT Trail commission payables 10 EMPLOYEE PROVISIONS – CURRENT Annual leave 11 EMPLOYEE PROVISIONS – NON-CURRENT Long service leave |
555,078 143,504 72,697 |
- | |
|---|---|---|---|
| 38,678 | |||
| 11,885 | |||
13
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
||
|---|---|---|
| 12 INTEREST BEARING LIABILITIES - CURRENT Payables to Shareholders – secured Convertible Notes – unsecured Finance Facility - secured |
Consolidated | |
| As at 30 June 2017 $ - - 438,231 438,231 |
As at 30 June 2016 |
|
| $ | ||
| 2,109,241 - - |
||
| 2,109,241 |
(i) Terms of the borrowings
Payable to Shareholders – Upon the listing on the ASX, the major shareholder loan was converted to equity, (10,000,000 shares).
The amount was secured over the assets of the Group.
Convertible Notes – During the year the Group issued $1,200,000 of convertible notes as initial capital raising (“Initial Capital Raising Notes”). The key terms of the Initial Capital Raising Notes were as follows: Repayment is the earlier of:
-
12 months from the draw down date or any other date as agreed in writing between the lender and the borrower
-
The day on which a liquidity event occurs (being an initial public offer such as the Public Offer)
-
Conversion of the loan amount
The loan amount was repaid by the Group on the repayment date through the issue of shares in the Company. The Initial Capital Raising Notes were interest free but the issue price of shares on conversion was 50% of the price of shares issued under the Public Offer.
Following the conversion of the Initial Capital Raising Notes on the listing on the Australian Securities Exchange (“ASX”), the 50% conversion or $1,200,000 was recognised as a finance cost in the financial year ended 30 June 2017, with $2,400,000 recognised in issued capital.
The facility was unsecured.
Finance facility – The Group entered into a finance facility to fund the acquisition of the intangible asset – rent roll. The external finance facility expires on the 29 Nov 2019 with a floating facility rate which is approximately 5.98% at period end.
The facility is secured against the management rights to which it relates. While the facility extends to the 29 November 2019 the financier has the right to revoke the facility at its discretion. Accordingly the Group does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period and the facility is classified as current.
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
13 ISSUED CAPITAL
| ISSUED CAPITAL | ||
|---|---|---|
| (i) Share Capital Ordinary Shares (ii) Movement in share capital |
As at 30 June 2017 As at 30 Jun 2016 |
As at 30 June 2017 As at 31 Jun 2016 |
| Shares No. Share No. |
$ $ |
|
| 103,273,131 100,000 |
10,040,552 1,000 |
|
| Date Details |
Number of shares $ |
|
| 1 July 2016 Opening balance (i) 1 July 2016 Issue of shares in Sell Lease Property – employee share based payment (ii) 16 September 2016 Issue of shares – acquisition of common controlled subsidiaries (iii) Less: adjustment for continuation accounting 16 December 2016 Issue of shares - strategic partner 16 December 2016 Issue of shares - retirement of shareholder loan (iv) 16 December 2016 Issues of shares – employee share based payment 14 March 2017 Issue of shares - initial public offering 14 March 2017 Conversion of major shareholder loan to equity (iv) 14 March 2017 Issue of shares to Otsana Capital (v) 14 March 2017 Conversion of initial capital raising notes – Note 12 Share issue costs |
100,000 1,000 |
|
| - 323,200 |
||
| 40,000,001 - |
||
| (100,000) - |
||
| 250,000 - |
||
| 973,130 194,240 |
||
| 50,000 10,000 |
||
| 30,000,000 6,000,000 |
||
| 10,000,000 2,000,000 |
||
| 10,000,000 - |
||
| 12,000,000 2,400,000 |
||
| - (887,888) |
||
| 103,273,131 10,040,552 |
(i) The application of continuation accounting for the acquisition and consolidation of the Common Controlled Entities required the disclosure of the value of Sell Lease Property Pty Ltd shares on issue as at 30 June 2016 as a comparative.
(ii) During the period, prior to the creation of the Company the Group clarified a share based payment arrangement with Mr. Hungerford such that he was granted 1,616,000 shares in the Company.
(iii) Acquisition - refer to Note 23 for further commentary on the transaction.
(iv) The number of shares allocated to retire the shareholder loan was based on the outstanding loan balance and the $0.20 value per share that capital was raised at in the IPO.
(v) During the year, the Company issued 10,000,000 shares to Otsana Capital or its nominees. The amount was in relation to capital raising in addition to the fair value of services provided. Accordingly, no amount is recognised in equity or charged to the Statement of Profit or Loss and Other Comprehensive Income.
15
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 14 | RESERVES Share based payment reserve Foreign currency translation reserve (i) Options/Rights Performance Rights – A Class Performance Rights – B Class Performance Rights – C Class Performance Rights – D Class Performance Rights – E Class Performance Rights – F Class Options ($0.30 exercise; 3 year expiry) |
Consolidated | Consolidated | |
|---|---|---|---|---|
| As at 30 June 2017 $ 601,380 (1,712) 599,668 |
As at 30 June 2016 |
|||
| $ | ||||
| - - |
||||
| - | ||||
| As at 30 June 2017 As at 30 June 2016 |
As at 30 June 2017 |
As at 30 June 2016 |
||
| Rights No. Rights No. |
$ | $ | ||
| 2,000,000 - 2,000,000 - 2,000,000 - 2,000,000 - 2,000,000 - 3,300,000 - 2,500,000 - |
- - - 214,420 114,460 - 272,500 |
- - - - - - - |
||
| Date Details |
Number of Rights |
$ | ||
| 16 December 2016 Opening balance Issue of D, E Class rights Issue of A, B, C, F Class rights 14 March 2017 Issue of options Closing balance |
- 4,000,000 9,300,000 2,500,000 |
- 328,880 - 272,500 |
||
| 15,800,000 | 601,380 |
(ii) Fair value of rights granted
A performance rights plan ( PRP ) was established for the CEO and certain key employees and the non-executive directors. The performance rights were issued to the non-executive directors on 16 December 2016. The performance rights for the CEO and certain key employees were issued on 16 December 2016. The performance rights issued to the CEO and certain key employees and non-executive directors pursuant to the PRP vest based on the achievement of various performance hurdles.
Non- Executive Directors
The performance hurdles for the non-executive directors are based on 2 separate targets relating to the volume weighted average share price.
-
Performance right D (2,000,000 rights issued) - The volume weighted average price ( VWAP ) for 10 consecutive trading days of shares equaling or exceeding $0.40.
-
Performance right E (2,000,000 rights issued) - The volume weighted average price for 10 consecutive trading days of shares equaling or exceeding $0.60.
The performance rights will vest on the date the milestone relating to that performance right has been satisfied. In total 4,000,000 performance rights were issued to the non-executive directors. The fair value of the performance rights issued by the Group was $0.1072 for the Class D rights and $0.05723 for the Class E rights.
To determine the fair value the binomial model valuation has been utilised. This transaction has recognised as a share based payment of $328,800 with a corresponding increase in other reserves.
16
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
14 RESERVES (CONTINUED)
(ii) Fair value of rights granted (Continued)
CEO
The performance hurdles for 6,000,000 performance rights issued to the CEO are based on 3 separate targets relating to:
-
The earnings before tax, interest, depreciation and amortisation ( EBITDA ) for the Group will exceed $0 for any 3 consecutive calendar months within a 24 month period (the Performance Period ) commencing from the proposed admission to the official list ( Listing Date ). The directors have assessed the probability of reaching this target as less likely than not and no expense will be recognised on issuance.
-
The Group will achieve $20m total revenue and other income in any 12 calendar month period during the Performance Period. The directors have assessed the probability of reaching this target as less likely than not and no expense will be recognised on issuance.
-
The Group will achieve $50m total revenue and other income in any 12 calendar month period within 36 calendar months from the Listing Date. The directors have assessed the probability of reaching this target as less likely than not and no expense will be recognised on issuance.
Key Employees
The performance hurdles for 3,300,000 performance rights issued to certain key employees are based on the following, EBITDA for the Group will exceed $0 for any 3 consecutive calendar months within the Performance Period, commencing from the Listing Date. The directors have assessed the probability of reaching this target as less likely than not and no expense will be recognised on issuance.
(iii) Fair value of options
In consideration for raising capital for the Company under the mandate the Group issued 1,500,000 options to 1861 Capital and 1,000,000 options to Otsana Capital with a fair value of $0.109. This transaction was recognised as a share based payment of $272,500 with a corresponding increase in other reserves in the financial year ended 30 June 2017. As the directors were not able to determine the fair value of the service, the expense has been recognised with reference to the fair value of the options granted. The details of the variables utilised to determine the valuation under the Black Scholes model were as follows:
| Particulars | Terms |
|---|---|
| Consideration Exercise price Grant date Expiry date Share price Expected volatility Dividend yield Risk free rate |
Nil $0.30 23 December 2016 3 Years from date of official quotation to ASX $0.20 100% 0% 1.78% |
| ACCUMULATED LOSSES Opening balance Loss for the period Closing balance |
Consolidated | Consolidated |
|---|---|---|
| As at 30 June 2017 $ (1,717,607) (5,973,508) (7,691,115) |
As at 30 June 2016 |
|
| $ | ||
| (1,570,710) (146,897) |
||
| (1,717,607) |
15 ACCUMULATED LOSSES
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 16 EARNINGS PER SHARE Loss attributable to ordinary shareholders Weighted average number of ordinary shares (i)(ii) Basic loss per share calculation (6mths loss / weighted avg shares) |
Year Ended 30 June 2017 $ (5,973,508) 50,784,950 (0.1176) |
Year Ended |
|---|---|---|
| 30 June 2016 | ||
| $ | ||
| (146,897) 40,000,000 |
||
| (0.0037) |
(i) Includes the effect of the transaction (under continuation accounting) for the purpose of the comparative earnings per share calculation.
(ii) The share capital of Sell Lease Property Pty Ltd at 30 June 2016 was 100,000 shares on issue which the shareholders subsequently exchanged for shares in Servtech Global Holdings Limited.
| 17 | SEGMENT REPORTING | SLP | VF | CS | CAM | Other | Corporate | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | $ | $ | |||||||||
| Year ended 30 June 2017 | |||||||||||||||
| Segment Revenue | 8,621,693 | 1,051,677 | 445,645 | 491,213 | 45,261 | 8,626 | 10,664,115 | ||||||||
| Significant items | |||||||||||||||
| Share based payments | 323,200 | - | - | - | - | 338,880 | |||||||||
| Finance costs | 134,822 | 2,583 | 4,562 | 24,057 | 674 | 1,201,919 | |||||||||
| Loss on common controlled acquisition | - | - | - | - | - | 114,379 | |||||||||
| Consultants fees | 119,130 | 7,983 | 19,142 | 47,304 | 9,923 | 763,143 | |||||||||
| Segment net operating loss after tax | (1,421,323) | (125,321) | 20,290 | (155,524) | (527,349) | (3,764,281) | (5,973,508) | ||||||||
| Year ended 30 June 2016 Segment Revenue Significant items Other Segment net operating loss after tax Segment assets |
|||||||||||||||
| 6,988,728 | - | - | - | - | - | 6,988,728 | |||||||||
| - | - | - | - | - | - | - | |||||||||
| (146,897) | - | - | - | - | - | (146,897) | |||||||||
| At 30 June 2017 | 911,283 | 736,398 | 128,171 | 524,081 | 360,511 | 2,730,089 | 5,390,533 | ||||||||
| At 30 June 2016 Segment liabilities |
1,018,114 | - | - | - | - | - | 1,018,114 | ||||||||
| At 30 June 2017 | 883,164 | 673,222 | 15,780 | 479,134 | 84,883 | 305,245 | 2,441,428 | ||||||||
| At 30 June 2016 | 2,734,721 | - | - | - | - | - | 2,734,721 |
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Consolidated | Consolidated | |||||
|---|---|---|---|---|---|---|
| Year ended | Year ended | |||||
| 30 June 2017 | 30 June | 2016 | ||||
| $ | $ | |||||
| 18 | AUDITORS’ REMUNERATION | |||||
| BDO | ||||||
| Audit and other assurance services | ||||||
| Audit and review of financial statements | 80,000 | - | ||||
| Other services - Investigating Accountant's Report | 15,400 | - | ||||
| Total remuneration for audit and other assurance services | 95,400 | - | ||||
| 19 | SUBSIDIARIES | |||||
| Equity holding | ||||||
| Date of the | Country of | Class of | 2017 | 2016 | ||
| Gain of Control | Incorporation | Shares | % | % | ||
| Parent Entity: | ||||||
| Servtech Global Holdings Ltd | Australia | Ordinary | ||||
| Subsidiaries of Servtech Global Holdings Ltd: | ||||||
| Sell Lease Property Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Value Finance Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Complete Settlements Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Capitol Asset Management Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Real Estate Agent Performance Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Technobrave Pty Ltd (previously RET Global Pty Ltd) | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Critical Success Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Admin Tracker Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Admin Tracker Legal Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Admin Tracker Finance Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Admin Tracker Property Management Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Admin Tracker Conveyancing Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Admin Tracker Real Estate Pty Ltd | 16/9/2016 | Australia | Ordinary | 100 | - | |
| Servtech Global PH Inc | 8/12/16 | Philippines | Ordinary | 100 | - | |
| SVT India Private Limited | 23/3/17 | India | Equity | 100 | - |
| The following subsidiaries were acquired as part of the transaction to acquire the Common | The following subsidiaries were acquired as part of the transaction to acquire the Common | The following subsidiaries were acquired as part of the transaction to acquire the Common | Controlled | Entities but have | Entities but have |
|---|---|---|---|---|---|
| since been deregistered: | |||||
| 4 Clicks CRM Pty Ltd | 16/9/2016 | Australia | Ordinary | - |
- |
| William Windsor Pty Ltd | 16/9/2016 | Australia | Ordinary | - |
- |
| Orange Asset Management Pty Ltd | 16/9/2016 | Australia | Ordinary | - |
- |
| Servtech Global Pty Ltd | 16/9/2016 | Australia | Ordinary | - |
- |
19
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
20 RELATED PARTY TRANSACTIONS
(i) Transactions with directors
The Group may enter into agreements for services rendered with individuals (or an entity that is associated with the individuals) during the ordinary course of business.
A number of entities associated with the directors have consulting agreement in place which has resulted in transactions between the Group and those entities during the period. The terms and conditions of those transactions were no more favourable than those available, or which might reasonably be expected to be available, on similar transactions to unrelated entities on an arm’s length basis.
| Director Transaction Mr Nick Cernotta Director Fees Mr Nick Cernotta Superannuation Mr Nick Cernotta Office Rent (a) Mr Brynmor Hardcastle Director Fees Mr Brynmor Hardcastle Legal Services (b) Mr Brett Quinn Consultancy Services (c) Mr David Newman Director Fees Mr David Newman Superannuation Mr Faldi Ismail (resigned 15/12/16) Corporate Advisory (d) Mr Faldi Ismail (resigned 15/12/16) Capital raising fees (e) |
Transaction Value Outstanding Balance |
|---|---|
| Year Ended Year Ended Year Ended Year Ended |
|
| 30 June 2017 30 June 2016 30 June 2017 30 June 2016 |
|
| $ $ $ $ |
|
| 42,419 - - - 4,030 - - - 8,214 - - - 28,700 - - - 254,671 - 10,404 - 271,201 8,000 - - 23,100 - - - 2,194 - - - 61,500 - - - 584,250 - - - |
(a) An office owned by an entity of which Mr Cernotta is a related party is rented to the Company.
(b) A legal practice of which Mr Brynmor Hardcastle is a director, Bellanhouse Legal, provides consulting services in connection with the operations of the Group.
(c) Shares in Technobrave Technologies Private Limited ( TTPL ) are held by Mr Brett Quinn - 49% and Mr. Kavit Goswami - 51%. This arrangement is to facilitate an outsourced service arrangement between the Group and TTPL and all financial remuneration amounts are retained by Mr Goswami.
(d) A corporate advisory practice of which Mr Faldi Ismail is a director, Otsana Capital, provides corporate advisory services in connection with the operations of the Group.
(e) Otsana Capital, a company related to Mr Ismail, received capital raising fees and a success fee in relation to the initial public offering.
(ii) Loans to Directors
The following directors loans are outstanding at year end. The loans are non-interest bearing
Mr. Brett Quinn
| Consolidated | |
|---|---|
| As at 30 June 2017 |
As at 30 June 2016 |
| $ 2,095 |
$ |
| 51,715 |
20
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
20 RELATED PARTY TRANSACTIONS (CONTINUED)
- (iii) Performance Rights
The following performance rights have been granted during the period under review and are held at 30 June 2017:
| Performance Rights – A Class - Held by executive director Performance Rights – B Class - Held by executive director Performance Rights – C Class - Held by executive director Performance Rights – D Class - Held by non-executive directors Performance Rights – E Class - Held by non-executive directors |
As at 30 June 2017 As at 30 June 2016 As at 30 June 2017 As at 30 June 2016 |
|---|---|
| Rights No. Rights No. $ $ |
|
| 2,000,000 - - - 2,000,000 - - - 2,000,000 - - - 2,000,000 - 214,420 - 2,000,000 - 114,460 - |
(iv) Other Transactions
In addition to the transactions above, the following transactions occurred:
-
The Company entered into a transfer of share agreement with the shareholders of the Common Controlled Entities to exchange their securities for securities in Servtech Global Holdings. As part of this transaction Mr. Brett Quinn received 9,293,000 shares in Servtech Global Holdings Limited.
-
During the year the Company undertook the following transactions with Otsana Capital, a company associated with Mr. Faldi Ismail:
-
The issuance of 10,000,000 shares in the Company, to Otsana or its nominees
-
A 6% capital raising fee for any capital raised or funding sources that Otsana introduce
-
A $150,000 success fee on the completion of the transaction
As these amounts relate to the capital raising no amount was charged to the Statement of Profit or Loss or Other Comprehensive income.
21
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
21 CONTINGENT LIABILITIES
(i) Referral Agreements
The Group has entered into referral agreements with various parties in relation to property management rights. Under the referral agreement the referrers are due deferred contingent commissions, which is the value of the rent roll generated by the Group once the following conditions are met:
-
Serviced by the Group for 24 months
-
A further 12 month agreement is entered into after the initial 24 month period
Any eventual referral fees paid will be capitalised as an intangible asset, being a cost directly relating to the acquisition. As the payment is contingent upon a future event (including the referrer putting the rent roll back to the Group) no provision is recognised, however the potential amounts payable are (these amounts are recorded below at face value and not discounted or adjusted for the likelihood that the requirements will be met) are as follows:
| As at balance date Within 1 year Within 1 year to 2 years |
Consolidated | Consolidated |
|---|---|---|
| As at 30 June 2017 $ - 225,920 175,231 401,151 |
As at 30 June 2016 |
|
| $ | ||
| - 120,121 52,538 |
||
| 172,659 |
22 SUBSEQUENT EVENTS
On 11 July 2017, the Group entered into a non-binding Heads of Agreement (‘HOA’) with MM Legal Limited (‘MM’), signalling the Group’s first entry into the legal sector. In entering into the HOA, Servtech and MM will work collaboratively to evaluate the opportunity to complete and commercialise this concept, using Servtech’s expertise and its scalable and adaptable Software as a Service (SaaS) platform.
On 31 July 2017, the Group entered into two non-binding Heads of Agreements (‘HOA’) with Malaysian real estate companies, Millennium Summit Properties (‘Millennium’) and Harvest-Time Properties (‘Harvest’). Under the HOAs, Servtech will work together with each of Millennium and Harvest to assess their back office functions and determine the level of efficiencies and cost savings that may be generated through Servtech’s expertise and the potential adoption of its real estate specific technology platform, the ‘Angel’ platform.
Other than the above, there were no other subsequent events.
22
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SERVTECH GLOBAL HOLDINGS LIMITED FINANCIAL REPORT AS AT 30 JUNE 2017 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
23 ACQUISITION
(i) Summary of acquisition
During the year, Servtech Global Holdings Limited, which was established in September 2016, entered into a share sale agreement whereby the existing shareholders of the Common Controlled Entities exchanged their shares in the Common Controlled Entities for shares in Servtech Global Holdings Limited. The result of the transaction was that the original holders of the shares in the Common Controlled Entities received the same proportion of shares in Servtech Global Holdings Limited.
(ii) Significant estimate or judgement
The acquisition does not fall within the provisions of AASB 3 Business Combinations and therefore the Company has applied continuation accounting in the preparation of the financial statements. This in effect involves the Company adopting book value accounting . Under this method, the assets and liabilities of the acquiree are recognised at their previous carrying amounts. No adjustments are made to reflect fair values and no new assets and liabilities of the acquiree are recognised at the date of the business combination. No new goodwill is recognised. However, it is necessary to harmonise accounting policies. Any difference between the acquired net assets and the consideration is recognised profit or loss. This approach is based on the view that the business simply has been transferred from one part of the group to another
Consideration/Cash Inflow
The total number of shares issued to the shareholders of Servtech Global Holdings Limited was 40,000,000 ordinary shares, with the fair value per share being the IPO price of $0.20 each.
The assets and liabilities recognised as a result of the acquisition are as follows:
| Cash – Net inflow of cash, investing activities Trade and other receivables Net amounts receivable from employees Prepayments Trail commissions receivable Plant & equipment Sundry creditors and accruals Payables to SLP Trail commissions payable Net liabilities |
Book Value |
|---|---|
| $ | |
| 52,355 | |
| 188,778 | |
| 17,720 | |
| 988 | |
| 343,813 | |
| 39,189 | |
| (232,205) | |
| (189,116) | |
| (335,901) | |
| (114,379) |
The acquired business contributed revenues of $2,033,796 and net loss of $787,904 to the Group for the period from 16 September to 30 June 2017. If the acquisition had occurred on 1 July 2016, consolidated pro-forma revenue and profit for the period ended 30 June 2017 would have increased approximately $192,005 and $5,068 respectively.
23