For personal use only - ASX · 2017. 8. 31. · Minimum Viable Product launched in September ... Brief explanation of any of the figures reported above necessary to enable the figures

ABN 36 124 541 466

Appendix 4E Preliminary final report

30 June 2017

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THRED LIMITED APPENDIX 4E AND CONTROLLED ENTITIES Preliminary final report

ABN 36 124 541 466 30 June 2017

Contents

Company Update .................................................................................................................................................................... 1

Results for announcement to the Market .............................................................................................................................. 2

Consolidated statement of profit or loss and other comprehensive income ......................................................................... 5

Consolidated statement of financial position ........................................................................................................................ 6

Consolidated statement of changes in equity ........................................................................................................................ 7

Consolidated statement of cash flows ................................................................................................................................... 8

Notes to the Appendix 4E preliminary final report................................................................................................................. 9

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ABN 36 124 541 466 30 June 2017

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Company Update

Thred Limited (ASX: THD) (Thred or the Company), Australia’s leading unified social messaging platform developer, is pleased to present its full year results for the year ending 30 June 2017 (FY17).

Having joined the Australian Securities Exchange (ASX) in June 2016, Thred closes its first full year period with solid foundations laid

for commercialisation and future growth. The Company is pleased to report:

Loss before interest, tax, depreciation and amortisation (EBITDA) of $2.8 million.

1. Operational highlights

As the business has developed, the year to 30 June 2017 brought several operational highlights for Thred;

$4.8m in cash at 30 June 2017

Geoff Marshall takes on executive role mid-period to optimise activity/cash flow vectors

Minimum Viable Product launched in September

Microsoft Word Plug-In Lodged with Microsoft in May

V1 of the Thred App launched in May

Thred employs key new executives and begins transition to in-house expertise

Thred begins monthly metric reporting schedule

2. Corporate highlights

In June 2016, Thredit Limited, which previously operated the Thred business, acquired Thred Limited (formerly Promesa Ltd)

to attain "listed-company" status, broaden its access to capital markets and accelerate its journey to commercialisation. After

the acquisition of Thredit Limited, which previously operated the Thred business, was successfully completed with the re-

quotation of Thred Ltd on 17 June 2016, the 2017 preliminary final report covers the first full year of operations as a well-

funded and regulated listed-company.

3 independent directors appointed during period

1:5 entitlement offer made to shareholders in December, raises $3.1m

31.5m performance shares converted to ordinary shares after launch of Minimum Viable Product

Agreements with founders/promoters allowed remaining 115.5m performance shares to lapse

$3.8m raised from sophisticated and professional investors in May

The net loss result for FY17 is consistent with a start-up-stage company which is progressing rapidly toward commercialisation.

Thred’s cash balance on 30 June 2017 was $4.478 million.

The Board of Directors would like to thank all investors for their continued support of Thred, and express their optimism that the business is well-positioned to reward investors’ faith in the year ahead.

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APPENDIX 4E THRED LIMITED Preliminary final report AND CONTROLLED ENTITIES

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Results for announcement to the Market for the year ended 30 June 2017

1 REPORTING PERIOD (item 1)

Report for the financial year ended: 30 June 2017

Previous corresponding period is the financial year ended: 30 June 2016

2 RESULTS FOR ANNOUNCEMENT TO THE MARKET Movement Percentage

%

Amount

$

Increase in revenues from ordinary activities (item 2.1) ↑ 941.22 to 13,994

Decrease in loss from ordinary activities after tax

attributable to members (item 2.2) ↓ (89.95) to (2,827,962)

Decrease in loss from after tax attributable to members

(item 2.3)

↓ (89.95) to (2,827,962)

a. Dividends (item 2.4) Amount per

Security

₵

Franked amount

per security

%

Interim dividend nil n/a

Final dividend nil n/a

Record date for determining entitlements to the

dividend (item 2.5) n/a

b. Brief explanation of any of the figures reported above necessary to enable the figures to be understood (item 2.6):

Revenue is largely interest received. The significant uplift percentage is from a low base and to an amount which is

not material. The large percentage decrease in loss reflects the large expenses in the previous period associated

with the settlement of the acquisition of Thredit Limited.

3 PRELIMINARY FINAL REPORT

a. Statement of comprehensive income (item 3):

Refer to Consolidated statement of profit or loss and other comprehensive income on page 5

b. Statement of financial position (item 4):

Refer to Consolidated statement of financial position on page 6

c. Statement of cash flows (item 5):

Refer to Consolidated statement of cash flows on page 8

d. Statement of changes in equity (item 6):

Refer to Consolidated statement of changes in equity on page 7

4 DIVIDENDS (item 7) AND RETURNS TO SHAREHOLDERS INCLUDING DISTRIBUTIONS AND BUY BACKS (item 14.2)

Nil.

a. Details of dividend or distribution reinvestment plans in operation are described below (item 8):

Not applicable

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5 RATIOS

Current

period

Previous

corresponding

period

a. Financial Information relating to 5b and 5c: $ $

Earnings for the period attributable to Owners of the parent (2,827,962) (28,144,824)

Net assets 3,998,168 2,890,373

Less: Intangible assets - -

Net tangible assets 3,998,168 2,890,373

No. No.

Fully paid ordinary shares 1,149,614,660 743,344,281

Weighted average number of ordinary shares outstanding during the year used

in calculation of basic EPS 868,374,195 271,566,963

₵ ₵

b. Net tangible assets backing per share (cents) (item 9): 0.348 0.389

c. Earnings per share attributable to owners of the parent (cents) (item 14.1): (0.326) (10.364)

The Group does not report diluted earnings per share, as dilution is not applied

to annual losses generated by the Group. During the 2017 financial year the

Group had 49,500,000 unissued shares under option which are anti-dilutive.

6 DETAILS OF ENTITIES OVER WHICH CONTROL HAS BEEN GAINED OR LOST DURING THE PERIOD: (item 10)

a. Control gained over entities

Name of entities (item 10.1) Nil

Date(s) of gain of control (item 10.2) n/a

b. Loss of control of entities


Date(s) of gain of control (item 10.2) N/A

c. Contribution to consolidated profit (loss) from ordinary activities after

tax by the controlled entities to the date(s) in the current period when

control was gained / lost (item 10.3).

N/A

d. Profit (loss) from ordinary activities after tax of the controlled entities for

the whole of the previous corresponding period (item 10.3)

N/A

7 DETAILS OF ASSOCIATES AND JOINT VENTURE: (item 11)


Percentage holding in each of these entities (item 11.2) n/a

Current period

$

Previous

corresponding

Period

$

Aggregate share of profits (losses) of these entities (item 11.3) N/A N/A

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8 Any other significant information needed by an investor to make an informed assessment of the entity’s financial

performance and financial position. (item 12):

Refer to commentary update covering this 4E

9 The financial information provided in the Appendix 4E is based on the preliminary final report (attached), which has been

prepared in accordance with Australian Accounting Standards (item 13)

10 A COMMENTARY ON THE RESULTS FOR THE PERIOD (item 14)

Refer to commentary update covering this 4E. The results for the period are as expected.

The group had revenue of $13,994 (2016: $1,344) for the period.

11 The report is based the on the enclosed audited Annual Report (item 15)

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Consolidated statement of profit or loss and other comprehensive income for the year ended 30 June 2017

Note 2017

$

2016

$

Continuing operations

Revenue 2 13,994 1,344

Other income 2 (52,968) 115,020

Gain on disposal of subsidiary - 86,318

(38,974) 202,682

Compliance costs (122,588) (4,271)

Corporate transaction accounting expense - (17,152,026)

Corporate transaction costs - (2,434,488)

Development expenses (2,972,351) (520,506)

Depreciation and amortisation - (883)

Employment costs 3 (1,057,949) (259,446)

Finance costs (27,370) (821,585)

Information technology costs (31,081) (114,638)

Legal expenses (94,086) (159,642)

Occupancy costs (20,013) (16,762)

Professional fees (1,399,886) (393,235)

Public relations, marketing and advertising (367,639) (165,653)

Net share-based payments expensed / (lapsed) 3,639,749 (6,063,750)

Travel and accommodation (203,804) (64,978)

Other expenses (130,222) (18,716)

Foreign exchange loss (1,748) (156,927)

Loss before tax (2,827,962) (28,144,824)

Income tax benefit - -

Net loss for the year (2,827,962) (28,144,824)

Other comprehensive income, net of income tax

Items that will not be reclassified subsequently to profit or loss - -

Items that may be reclassified subsequently to profit or loss

Foreign currency movement (24,381) 21,131

Other comprehensive income for the year, net of tax (24,381) 21,131

Total comprehensive income attributable to members of the parent entity (2,852,343) (28,123,693)

Loss for the period attributable to:

Non-controlling interest - -

Owners of the parent (2,827,962) (28,144,824)

Total comprehensive income attributable to:

Non-controlling interest - -

Owners of the parent (2,852,343) (28,123,693)

The consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with the accompanying notes.

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Consolidated statement of financial position as at 30 June 2017

Note 2017

$

2016

$

Current assets

Cash and cash equivalents 4 4,478,321 3,244,402

Trade and other receivables 5 220,890 538,145

Financial assets 7 - 115,020

Other current assets 6 17,141 126,810

Total current assets 4,716,352 4,024,377

Non-current assets

Financial assets 7 - -

Plant and equipment 8 3,118 3,252

Total non-current assets 3,118 3,252

Total assets 4,719,470 4,027,629

Current liabilities

Trade and other payables 9 692,046 1,117,596

Provisions 10 24,970 -

Borrowings 11 4,286 19,660

Total current liabilities 721,302 1,137,256

Total liabilities 721,302 1,137,256

Net assets 3,998,168 2,890,373

Equity

Issued capital 12a 33,358,269 24,176,632

Performance shares 12b - 6,063,750

Reserves 777,282 1,456,400

Accumulated losses (30,137,386) (28,806,412)

Non-controlling interest 3 3

Total equity 3,998,168 2,890,373

The consolidated statement of financial position is to be read in conjunction with the accompanying notes.

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Note

Issued

Capital

Performance

Shares

Option

Reserve

Foreign

Currency

Translation

Reserve

Accumulated

Losses

Non-

controlling

Interest

(NCI)

Total

Co

nso

lidate

d state

men

t of ch

anges in

equ

ity fo

r the year en

ded

30

Jun

e 20

17

AP

PEN

DIX

4E

Prelim

inary Fin

ancial R

epo

rt 3

0 Ju

ne 2

01

7

$ $ $ $ $ $ $

Balance at 1 July 2015 - - - (61,719) (661,588) 3 (723,304)

Loss for the year attributable owners of the parent - - - - (28,144,824) - (28,144,824)

Other comprehensive income for the period attributable owners of the parent - - - 21,131 - - 21,131

Total comprehensive income for the year attributable owners of the parent - - - 21,131 (28,144,824) - (28,123,693)

Transaction with owners, directly in equity

Shares issued during the year 12a 24,667,214 - - - - - 24,667,214

Performance shares issued during the year 12b - 6,063,750 - - - - 6,063,750

Options issued during the year 12c - - 1,496,988 - - - 1,496,988

Transaction costs 12a (490,582) - - - - - (490,582)

Balance at 30 June 2016 24,176,632 6,063,750 1,496,988 (40,588) (28,806,412) 3 2,890,373

Balance at 1 July 2016 24,176,632 6,063,750 1,496,988 (40,588) (28,806,412) 3 2,890,373

Loss for the year attributable owners of the parent - - - - (2,827,962) - (2,827,962)

THR

ED LIM

ITED

AN

D C

ON

TRO

LLED EN

TITIES

AB

N 76

149

278 7

59

Other comprehensive income for the year attributable owners of the parent - - - (24,381) - - (24,381)

Total comprehensive income for the year attributable owners of the parent - - - (24,381) (2,827,962) - (2,852,343)

Transaction with owners, directly in equity

Shares issued during the year 12a 8,193,084 - - - - - 8,193,084

Performance shares and Options lapsed/expired during the year 12b - (4,488,750) (1,496,988) - 1,496,988 - (4,488,750)

Performance shares converted during the year 12b 1,575,000 (1,575,000) - - - -

Options issued during the year 12c - - 842,251 - - - 842,251

Transaction costs 12a (586,447) - - - - - (586,447)

Balance at 30 June 2017 33,358,269 - 842,251 (64,969) (30,137,386) 3 3,998,168

The consolidated statement of changes in equity is to be read in conjunction with the accompanying notes.

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Consolidated statement of cash flows for the year ended 30 June 2017

Note 2017

$

2016

$

Cash flows from operating activities

Payments to suppliers and employees (1,819,115) (1,763,584)

Payments for research and development (4,012,437) (1,175,898)

Reverse acquisition transaction costs (256,281) -

Net cash used in operating activities 4b.i (6,087,833) (2,939,482)

Cash flows from investing activities

Net cash inflow/ (outflow) from disposal of subsidiary 466,827 (4,568)

Net cash inflow) on acquisition of subsidiary - 74,257

Loans (provided) to directors (80,715) -

Repayment of director loans 42,490 -

Proceeds from disposal of investments 53,922 -

Interest received 13,994 29,467

Net cash used in investing activities 496,518 99,156

Cash flows from financing activities

Proceeds from issue of shares 6,965,906 6,351,012

Payments for capital raising costs (124,490) (381,061)

Proceeds from loans from director - 20,510

Repayment of loans from director (16,182) (177,943)

Proceeds from issue of convertible notes - 675,000

Repayment of borrowings - (402,790)

Net cash provided by financing activities 6,825,234 6,084,728

Net increase in cash held 1,233,919 3,244,402

Cash and cash equivalents at the beginning of the year

3,244,402 -

Cash and cash equivalents at the end of the year - 4a 4,478,321 3,244,402

The consolidated statement of cash flows is to be read in conjunction with the accompanying notes.

.

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Notes to the Appendix 4E preliminary final report for the year ended 30 June 2017

Note 1 Company details

The registered office of the Company is:

Address:

Street + Postal: Level 24, Allendale Square

77 Saint Georges Terrace

Perth WA 6000

Telephone: +61 (0)8 6141 3394

Facsimile: +61 (0)8 6141 3101

Note 2 Revenue and other income 2017

$

2016

$

a. Revenue

Interest 13,994 1,344

13,994 1,344

b. Other Income

Realised (loss) on financial assets (52,968) -

Unrealised gain on financial assets - 115,020

(52,968) 115,020

Note 3 Profit before income tax 2017

$

2016

$

The following significant revenue and expense items are relevant in explaining the financial performance:

a. Employment costs:

Directors fees 77,289 11,924

Increase in employee benefits provisions 47,669 -

Superannuation expenses / (reimbursement) 38,057 (5,398)

Wages and salaries 894,934 251,714

Other employment related costs - 1,206

1,057,949 259,446

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Note 4 Cash and cash equivalents Note 2017

$

2016

$

a. Current

Cash at bank 1,178,321 3,244,402

Cash on deposit 3,300,000 -

4,478,321 3,244,402

b. Cash Flow Information

i. Reconciliation of cash flow from operations to loss after income tax

Loss after income tax (2,827,962) (28,144,824)

Cash flows excluded from loss attributable to operating activities - -

Non-cash flows in (loss)/profit from ordinary activities:

Depreciation and amortisation - 883

Corporate transaction accounting expense - 17,152,026

Interest revenue recognised as a investing activity (13,994) -

Non-cash finance costs - 2,434,488

Consultant fees settled in shares 825,000 -

Gain on disposal of subsidiary - (86,318)

Director salary applied to loans outstanding 23,094 -

Loss/(gain) and interest on financial assets 61,098 (115,020)

Foreign exchange (gain)/loss (10,672) 156,927

Net share-based payments (lapsed) / expensed (3,639,749) 6,063,750

Net loss arising on derivative financial liability - (672,589)

Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries:

(Increase)/decrease in receivables (129,317) (479,608)

(Increase)/decrease in prepayments and other assets 43,104 (125,967)

Increase/(decrease) in trade and other payables (443,405) 876,770

Increase/(decrease) in provisions 24,970 -

Cash flow from operations - (6,087,833) (2,939,482)

Note 5 Trade and other receivables 2017

$

2016

$

a. Current

Subsidiary sale proceeds receivable - 474,205

Less: Provision for non-receivable amounts - (12,500)

GST receivable 200,758 71,440

Related parties 15,132 -

Other 5,000 5,000

220,890 538,145

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Note 6 Other assets 2017

$

2016

$

Current

Prepayments 3,525 60,281

Rental bonds 13,616 -

Share allotment trust account - 66,529

17,141 126,810

Note 7 Financial assets Note 2017

$

2016

$

a. Current

Financial assets available for sale 2,000 2,000

Less: Impairment (2,000) (2,000)

Equity swap at fair value - 115,020

- 115,020

Note 8 Property, plant, and equipment 2017

$

2016

$

a. Non-current

Plant and equipment 3,118 3,252

3,118 3,252

Note 9 Trade and other payables Note 2017

$

2016

$

a. Current Unsecured

Trade payables 427,754 754,420

Accruals 111,123 214,479

Employment related payables 90,406 106,060

Related party payables 62,763 40,910

Other - 1,727

692,046 1,117,596

Note 10 Provisions Note 2017

$

2016

$

a. Current

Employee entitlements – annual leave 24,970 -

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Note 11 Borrowings Note 2017

$

2016

$

a. Current

Loan from Director 4,286 19,660

4,286 19,660

Note 12 Issued capital Note 2017

No.

2016

No.

2017

$

2016

$

Fully paid ordinary shares at no par value 1,149,614,660 743,344,281 33,358,269 24,176,632

a. Ordinary shares

At the beginning of the period 743,344,281 1 24,176,632 -

Shares issued during the year:

Balance before reverse acquisition - 1 - -

Elimination of existing legal acquiree (Thredit Limited) shares

- (1) - -

Shares of legal acquirer (Thred) at acquisition date

- 312,733,663 - -

Issue of shares to Thredit vendors - 250,000,000 - 15,636,683

Issue of Lead Manager shares - 12,500,000 - 625,000

Issue of Success Fee shares - 6,250,000 - 312,500

Issue of Prospectus shares - 127,020,235 - 6,351,012

Conversion of third party loans - 34,840,383 - 1,742,019

Conversion of Performance shares 31,500,000 - 1,575,000 -

Rights Issue and Underwriting shares 62,001,362 - 1,240,028 -

Underwriting Shares (Tranche 2) 92,967,494 - 1,859,350 -

Underwriting fees 10,847,819 - 216,956 -

Consultant shares 55,000,000 - 825,000 -

Placement and related fees 153,953,704 - 4,051,750 -

Transaction costs relating to share issues

- - (586,447) (490,582)

At reporting date 1,149,614,660 743,344,281 33,358,269 24,176,632

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Note 12 Issued capital (cont.) 2017

No.

2016

No.

2017

$

2016

$

b. Performance shares

Performance shares - 147,000,000 - 6,063,750

2017

No.

2016

No.

2017

$

2016

$

c. Options

Options 49,500,000 100,000,000 842,251 1,496,988

At the beginning of the period 100,000,000 - 1,496,988 -

Options issued/(lapsed) during the year:

Options exercisable at 20 cents expiring 19 September 2016 - 100,000,000 - 1,496,988

Options exercisable at 5 cents expiring 28 February 2020

20,000,000 - 99,880 -

Options exercisable at 2 cents expiring 9 May 2020

9,500,000 - 321,585 -

Options exercisable at 5 cents expiring 9 May 2020

20,000,000 - 420,786 -

Expiry of 6.25 cent options 30 May 2017

(100,000,000) - (1,496,988) -

At reporting date 49,500,000 100,000,000 842,251 1,496,988

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Documents

For personal use only - ASX · 2017. 8. 31. · Minimum Viable Product launched in September ... Brief explanation of any of the figures reported above necessary to enable the figures