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ACN: 161 873 187 Level 10, 9 Hunter St, Sydney, NSW 2000 Australia T: 1300 7 TELCO F: 1300 8 TELCO www.inaboxgroup.com.au
ASX RELEASE
Inabox Group core business revenue up 16%
Thursday, 27 February 2014: Inabox Group Limited (“Inabox”, ASX:IAB) has today reported its financial results for the half year ended 31 December 2013.
Inabox has reported a consolidated net profit after tax of $471,344 down 23.3% compared to the corresponding prior period, but an underlying revenue increase by 16.2% to $24.1 million.
The revenue increase is attributed to a combination of Inabox’s successful acquisition and integration of iVox alongside steady organic growth through recurring revenue generated by the existing customer base.
Inabox is broadening its future revenue and profit base by executing a strategy to enable corporate entities (such as retail, energy and financial services companies with mass market consumer bases and marketing expertise) to enter the telecommunications sector.
Investment in building and customising these enablement solutions for a number of customers has had a negative impact on profitability during the period.
Transitioning from an unlisted private company to a listed entity during this period has also incurred significant regulatory and corporate governance costs.
Organic and acquisitive growth Inabox expects to see earnings and profit growth from these new mass market customers as they transition to product launch and recurring revenue begins.
• Revenue up 16.2% to $24.1 million • NPAT down 23.3% to $471,344 due to:
o intensive investment in IT systems and network to enable mass market customers to offer telecommunications products,
o longer establishment timelines for new mass market customers, o transitioning to a listed company
• Anticipated improvement in results in the second half of the financial year as a mass market customer embarks on national marketing campaign
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ACN: 161 873 187 Level 10, 9 Hunter St, Sydney, NSW 2000 Australia T: 1300 7 TELCO F: 1300 8 TELCO www.inaboxgroup.com.au
Additionally, growth through acquisition continues to be a priority with a focus on identifying opportunities for increased market penetration, through smaller aggregators, and broadening the product offer through cloud-based businesses.
iVox acquisition Inabox completed its acquisition of specialist VoIP provider iVox Pty Limited on 12th July, 2013, broadening the group’s skills and expertise in next generation VoIP products. iVox contributed a pre-tax profit for the period of $303,097.
Inabox is well positioned Damian Kay said: “The core business continues to track well. Our investment in the enablement strategy has incurred costs to the business, which is reflected in the lower profits than the previous comparative period, however this investment is setting us up for the future. I expect to show Shareholders an improvement in results for the second half of 2014 and into 2015.”
Key financial metrics The table below details the key financial metrics on the previous corresponding period:
% change 31 Dec 13 ($) 31 Dec 12 ($)
Revenue +16.2% 24,127,595 20,763,970
NPAT -23.3% 471,344 614,575
EPS (cents) -54.5% 3.5 7.7
Net asset backing / (net liabilities) per share (cents)
29.34 (19.67)
The directors have determined not to issue a mid-year dividend.
-ENDS-
About Inabox Group Limited Inabox supplies wholesale telecommunications products (fixed, mobile, data) and services, including IT platforms, billing and customer support, to retail service providers around Australia through the wholesale brands, Telcoinabox and iVox. www.inaboxgroup.com.au
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ACN: 161 873 187 Level 10, 9 Hunter St, Sydney, NSW 2000 Australia T: 1300 7 TELCO F: 1300 8 TELCO www.inaboxgroup.com.au
Inabox contact details: Damian Kay, CEO & Managing Director [email protected] or T: 0413 888 655 Angus Fotheringham, Company Secretary [email protected] or T: 02 8248 9075
Investor/media enquiries: Andreina Amato, Investor Relations [email protected] or T: 0410 434 227
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Preliminary Half Year Report Appendix 4D Inabox Group Limited ACN 161 873 187
RESULTS FOR ANNOUNCEMENT TO THE MARKET This Preliminary Final Report is provided to the Australian Securities Exchange (ASX) under ASX Listing Rule 4.2A. Current Reporting Period: Half-Year ended 31 December 2013 Previous Corresponding Period: Half-Year ended 31 December 2012
Percentage Change %
31 Dec 13 31 Dec 12
Revenue from ordinary activities
+16.2% 24,127,595 20,763,970 Net profit / (loss) after tax attributable to members
-23.3% 471,344 614,575 Net profit / (loss) attributable to members
-23.3% 471,344 614,575 Earnings per share – basic (cents)
-54.5% 3.5 7.7 Diluted earnings per share (cents)
-55.8% 3.4 7.7
Net tangible assets / (liabilities) per share (cents)
(3.47) (14.63) Net asset backing / (net liabilities) per share (cents)
29.34 (19.67)
Dividend proposed
Nil Nil The results for the six months to 31 December 2013 comprise the results of Inabox Group Limited and its subsidiaries Telcoinabox Operations Pty Ltd and iVox Pty Ltd. The results for the prior comparative period reflect the results of Telco In A Box Pty Ltd, which transferred its business to Telcoinabox Operations on 8 May 2013. The information contained in this report should be read in conjunction with the Annual Report of Inabox Group Limited (“Inabox”) for the year ended 30 June 2013 and any public announcements made by Inabox during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
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Inabox Group Limited 31 December 2013
Contents
Page
Half-Year Financial Report
Directors’ Report 3
Review of results and operations 5
Auditor’s independence declaration 7
Statement of Comprehensive Income 9
Statement of Financial Position 10
Statement of changes in equity 11
Statement of cash flows 12
Notes to the financial statements 13
Directors’ Declaration 24
Independent Auditor’s Review Report to the Members 25
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Inabox Group Limited 31 December 2013
DIRECTORS’ REPORT
Your directors present their report on the consolidated entity consisting of Inabox Group Limited and the entities it controlled at the end of, or during, the half-year ended 31 December 2013, referred to throughout this report as “Inabox” or “the Group”.
1. Directors
The following were directors of Inabox Group Limited during the half-year and up to the date of this report: Siimon Reynolds (Chairman, non-executive) Damian Kay (Managing Director / Chief Executive Officer) Paul Line (Director, executive / Chief Operating Officer) Garry Dinnie (Director, non-executive) David Rampa (Director, non-executive) appointed 24 January 2013
2. Principal activities
Inabox operates as a non-carrier telecommunications aggregator, providing its customers with telecommunications products including fixed line, hosted voice, mobile and data services. As part of this service, Inabox provides back office services including billing, provisioning, product development, training and support, and customer service using the brand selected by its service providers. The Group has substantially expanded its activities during the last twelve months to provide enablement and consulting services to large corporates wanting to offer telecommunications alternatives to existing or potential customers.
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Inabox Group Limited 31 December 2013
3. Auditor’s independence declaration
Inabox has received an independence declaration from our auditors Ernst & Young, which forms part of the Directors’ Report for the half-year ended 31 December 2013.
Signed in accordance with a resolution of the directors of Inabox Group Limited.
Damian Kay Director Sydney, 27 February 2014
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Inabox Group Limited 31 December 2013
REVIEW OF RESULTS AND OPERATIONS
A. Business Acquisition
On 12 July 2013, Inabox Group Limited completed the acquisition of all of the issued share capital of iVox Pty Ltd. Accordingly the consolidated result for the half-year ended 31 December 2013 includes the results of iVox Pty Ltd from the date of acquisition up until the reporting date.
B. Profit Result
The consolidated net profit after tax for the half-year ended 31 December 2013 was $471,344 as compared to $614,575 for the half-year ended 31 December 2012.
The results reflect:
x The acquisition of iVox which reported an unaudited standalone profit before tax for the six months ended 31 December 2012 of $362,840. After attributing, on a pro forma basis, the additional amortisation attributable to intangible assets recognised as a result of the acquisition by Inabox Group Limited, iVox pre tax profit was approximately $225,000 before tax . As disclosed in note 3, iVox contributed $303,097 before tax in the half-year to 31 December 2013.
x Revenue growth as follows:
Revenue reported 31 December 2012
20,763,970
iVox revenue half-year ended 31 December 2012 1,794,247 Pro forma 31 December 2012
22,558,217 Organic growth
1,569,378 Revenue reported 31 December 2013
24,127,595
x Investment in developing the Group’s high volume enablement capability, which involves the customisation and build of provisioning, monitoring, billing and collection systems for very large retail organisations. This repositioning of the business has necessitated a level of staff restructuring which increased non-recurring costs for the period.
x A transition from unlisted private company for the half-year December 2012 to listed entity during the current half-year with associated regulatory and governance costs.
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Inabox Group Limited 31 December 2013
REVIEW OF RESULTS AND OPERATIONS, continued
C. Cash Flow
The Group’s cash position was significantly strengthened following the IPO and the acquisition of iVox which provides a stable source of cash generation.
The Group’s operating cashflow for the half year ended 31 December 2013 is, however, substantially lower than in the prior comparative period. This is primarily attributable to:
x Significant credits for carrier price reductions were realised in cash in the half year to 31 December 12 in settlement of benefits accrued in the previous financial year. There was no corresponding lag in the current half-year to 31 December 2013.
x Significant enablement contracts generating income in the half year to 31 December 2013 not receivable until the subsequent period.
x Staff incentives were paid during the half-year to 31 December 2013. There was no corresponding payment during the half-year to 31 December 2012.
D. Balance Sheet
The schedule of key balance sheet Items shows that the combined effect of IPO and iVox acquisition has created a stronger business well placed to participate in the development and consolidation of the telecommunications industry:
31 Dec 13 30 Jun 13 31 Dec 12
$ $ $
Shareholders' equity 5,694,356 537,343 2
Cash 2,442,883 409,247 -
Borrowings (670,341) (875,542) (1,017,005)
Net assets 4,083,453 (1,564,260) (254,698)
Net tangible assets / (liabilities) (482,968) (2,410,783) (1,163,422)
E. Dividends
No dividends have been either paid during the period, or declared out of profits for the period.
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A member firm of Ernst & Young Global LimitedLiability limited by a scheme approved under Professional Standards Legislation
Ernst & Young680 George StreetSydney NSW 2000 AustraliaGPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555Fax: +61 2 9248 5959ey.com/au
�
�
Audi tor ’s Independence Dec lara t ion to the Direc tors of Inabox GroupL im i t ed
In re lation to our review of the financia l report of Inabox Group Limited for the ha lf-year ended 31December 2013, to the best of my knowledge and be lief, there have been no contravent ions of theauditor independence requ irements of the Corporat ions Ac t 20 01 or any applicable code ofprofessional conduct .
Ernst & Young
Lisa Nijssen-Sm ithPartner27 February 2014�
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Inabox Group Limited 31 December 2013
STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2013
Consolidated
Note
31 Dec 13 31 Dec 12
$ $
Continuing Operations Revenue
4
24,127,595 20,763,970 Cost of sales
(17,610,976) (15,294,776)
Gross profit
6,516,619 5,469,194
Other income
5
20,917 70,228
Employee benefits expense
(5,023,852) (4,092,724) Depreciation and amortisation expense
(386,819) (97,002)
Bad and doubtful debts expense
(17,892) (29,657) Finance costs
(33,684) (53,890)
Other expense
(366,973) (380,574) Total Expense
(5,829,220) (4,653,847)
Profit before income tax expense
708,316 885,575
Income tax expense
6
(236,972) (271,000)
Net Profit after income tax expense
471,344 614,575
Other Comprehensive Income
- -
Total comprehensive income after tax
471,344 614,575
Earnings per share from continuing operations
Basic (cents per share)
3.5 7.7 Diluted (cents per share)
3.4 7.7
The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
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Inabox Group Limited 31 December 2013
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2013
Consolidated
Note
31 Dec 13 30 Jun 13
$ $
ASSETS Current Assets Cash & Cash Equivalents
2,442,883 409,247 Trade & Other Receivables
7
4,496,202 2,911,029
Inventories
11,554 35,573 Other Financial Assets
8
469,671 390,171
Other Current Assets
9
1,781,450 2,551,729 Total Current Assets
9,201,760 6,297,749
Non-Current Assets
Property, Plant & Equipment
10
423,567 359,983 Intangibles
11
4,566,421 846,523
Deferred Tax Asset
12
33,824 322,829 Other Non Current Assets
13
427,882 690,496
Total Non Current Assets
5,451,693 2,219,831
TOTAL ASSETS
14,653,453 8,517,580 Current Liabilities
Trade & Other Payables
4,625,596 4,432,682
Borrowings
14
670,341 875,542 Income Tax
15
658,014 255,033
Current Provisions
16
617,009 869,026 Other Current Liabilities
17
3,088,738 2,609,187
Total Current Liabilities
9,659,698 9,041,470 Non Current Liabilities
Non Current Payables
18
592,542 800,913
Non Current Provisions
19
317,760 239,457 Total Non Current Liabilities
910,302 1,040,370
TOTAL LIABILITIES
10,570,000 10,081,840
NET ASSETS
4,083,453 (1,564,260)
EQUITY
Contributed Equity
21
5,694,356 537,343 Retained Profits / (Accumulated Losses)
731,796 260,452
Share-Based Payment Reserve
23,124 3,768 Capital Reserve
(2,365,823) (2,365,823)
TOTAL EQUITY
4,083,453 (1,564,260)
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
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Inabox Group Limited 31 December 2013
STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2013
Consolidated
Share-based
Payments Reserve
Capital Reserve
Contributed
Equity
Retained Profits /
(Accumulated Losses
Total Equity
$ $ $ $ $
At 1 July 2013 3,768 (2,365,823) 537,343 260,452 (1,564,260) Profit for the period - - - 471,344 471,344 Equity Transactions:
-
Additional equity issued (net of raising costs) - - 5,157,013 -
5,157,013
Cost of share-based payments 19,356 - - - 19,356 At 31 December 2013 23,124 (2,365,823) 5,694,356 731,796 4,083,453
At 1 July 2012 - - 2 (869,275) (869,273) Profit for the period - - - 614,575 614,575 At 31 December 2012 - - 2 (254,700) (254,698)
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
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Inabox Group Limited 31 December 2013
STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013
Consolidated
31 Dec 13 31 Dec 12
$ $
Cash flows from operating activities Cash receipts from customers
23,178,976 21,354,446 Cash paid to suppliers and employees
(22,774,762) (19,676,776)
Interest Income
20,917 5,562 Finance costs paid
(33,684) (53,890)
Income taxes paid
- - Net cash from operating activities
391,447 1,629,342
Cash flows from investing activities
Purchase of property, plant and equipment
(83,131) (103,554)
Purchase of intangible software
(121,446) (340,000) Net settlement of iVox acquisition
(483,460) -
Net cash used in investing activities
(688,037) (443,554)
Cash flows from financing activities
Additional capital issued, net of costs
2,512,594 -
Amounts received and held on behalf of related parties
23,239 - Advances to former related company
- (803,465)
Repayment of borrowings
(205,606) (365,140) Net cash from / (used in) financing activities
2,330,227 (1,168,605)
Net increase in cash and cash equivalents
2,033,636 17,183
Cash and cash equivalents at beginning of period 409,247 1,364
Cash and cash equivalents at end of period
2,442,883 18,547 Net increase in cash and cash equivalents
2,033,636 17,183
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013
1. Basis of Preparation and Accounting Policies
1.1 Basis of preparation
The consolidated results for the half year represent the activity of Inabox Group Limited and its subsidiaries Telcoinabox Operations Pty Ltd and iVox Pty Ltd (together, “the Group”). The comparative results for 2012 reflect the results of Telco In A Box Pty Ltd, which on 8 May 2013 transferred its business to Telcoinabox Operations Pty Ltd.
The interim condensed consolidated financial statements for the six months ended 31 December 2013 have been prepared in accordance with AASB 134 Interim Financial Reporting.
The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group’s annual financial statements as at 30 June 2013.
For the purpose of preparing the half-year financial report, the half-year has been treated as a discrete reporting period.
1.2. Going Concern
At 31 December 2013 Inabox had a deficiency of net current assets of $457,938.
Net cash from operating activities during the half-year to 31 December 2013 totalled $391,447. The Group’s undrawn overdraft facilities at that date of $378,510. Cash flow forecasts based on current activity and business volumes indicate that the Group will be able to meet its debts as and when they fall due over the period to 30 June 2015.
In the light of these factors, the directors are of the opinion that the entity is a going concern as at the date of this report
1.3 Cyclicality
The Group is not subject to material cyclicality in its business performance as between half-year periods.
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
1.4 Accounting Policies
The half-year financial statements have been prepared using the same accounting policies as used in the annual financial statements for the year ended 30 June 2013, apart from the adoption of the following additional policies which arise from the expansion and diversification of the Group’s activities during the period.
(a) Revenue recognition on long term enablement contracts
Customers that require significant system and process development and customisation in order to meet their business requirements are charged interim enablement fees during the build / customisation process. These fees are calculated by reference to agreed recovery rates for staff costs and other direct expenses actually spent in the period.
Revenue from the provision of these services is recognised by reference to the stage of completion. Stage of completion is measured by reference to labour hours incurred to date as a percentage of total estimated labour hours for each contract. When the contract outcome cannot be measured reliably, revenue is recognised only to the extent that the expenses incurred are eligible to be recovered.
(b) Recognition and amortisation of acquired intangibles
Customer relationships are amortised over the period of expected future sales from the related asset. The amortisation expense is recognised in profit or loss.
Brands and goodwill have indefinite future lives and are tested for impairment annually at the consolidated entity level which is regarded as a single cash-generating unit.
There are no new and revised Standards and amendments thereof and Interpretations effective for the current reporting period that have a material impact on the Entity.
2. Initial Public Offering
In July 2013, Inabox Group Limited undertook the following capital raising activities:
Shares Issued
Price per share
Total raised
$ $ "Affiliate Offer" to Inabox Group staff and service providers 104,167 $0.96 100,000 Public Offer
2,833,333 $1.20 3,400,000
2,937,500
3,500,000
Costs of Issue, net of attributable taxation deductions
(858,721)
Net Proceeds
2,641,279
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
3. Business Combination
Inabox Group Limited completed its acquisition of all of the issued capital of specialist VOIP provider iVox Pty Ltd on 12 July 2013.
iVox specialises in providing fully hosted VOIP services through its service providers to business end-customers. An intrinsic part of this service is the provision of call termination services which it sells as an unbundled service on request.
Consideration for the purchase comprised $942,603 in cash, less $459,144 cash acquired, and the issue of 2,096,446 new shares at a valuation of $1.20 each, totalling $2,999,194.
Assets and liabilities acquired at provisional fair value
$ $ Trade & Other Receivables
49,018
Inventories
2,229 Other Financial Assets
79,500
Property, Plant & Equipment
54,940 Identifiable Intangible Assets
Software
366,590
Brand
121,000
Customer Relationships
1,862,000
Total
2,349,590 Deferred Tax Liability
(627,185)
Trade & Other Payables
(205,229) Income Tax Payable
(195,851)
Current Provisions
(49,796) Other Current Liabilities
(24,851)
Other Non Current Liabilities
(71,500) Non Current Provisions
(33,000)
Total identifiable net assets at fair value
1,327,865 Goodwill arising on acquisition
1,671,330
Purchase consideration transferred
2,999,194
Provisional fair value
The deferred tax asset comprises accrued employee benefits which will be deductible when paid. Customer relationships are amortised over the estimated useful lives of two groups of relationships. Approximately 25% of this intangible asset will be amortised over five years, the balance over eight years from acquisition. Goodwill comprises the value of expected synergies arising from the acquisition. Fair values ascribed are provisional and may be reviewed at the end of the financial year.
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
Intangible assets acquired were valued as follows:
x Software: net present value of 5 year royalty stream x Brand: net present value of a royalty stream in perpetuity, with a terminal value based on a long-term
sustainable growth rate of 2.5% p.a. x Customer relationships: net present value of multi-period excess earnings using estimated industry
customer churn factors of 10% for fully-hosted customers and 20% p.a. for call termination only customers. x The discount rate assumed was 20%.
Brand and goodwill have been assessed to have an indefinite useful life as there is no foreseeable limit to the period over which the assets are expected to generate cash inflows for the Group.
Profit Contribution
iVox Pty Limited's contribution to the reporting entity's profit for the period ended 31 December 2013 is shown below. Under the terms of the purchase agreement Inabox was entitled to the full benefit of the results from 1 July 2013 notwithstanding that the acquisition completed on 12 July 2013. The iVox profit contribution has accordingly been included since the start of the current financial period.
31 Dec 13
$
Earnings before interest, tax, depreciation and amortisation
487,977
Depreciation
(8,424) Amortisation
(15,438)
464,115 Additional amortisation arising as a result of the fair valuation exercise described above on combination of the iVox and Inabox Group businesses during the period
(169,200)
Interest income
8,182 Interest expense
-
Profit before tax
303,097 Income tax expense
(90,929)
Profit after taxation
212,168
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
31 Dec 13 31 Dec 12
$ $
4. Revenue
Operating Revenue
23,292,281 20,565,675 Net Commissions
80,320 198,295
Enablement fees
754,994 - Total Revenue
24,127,595 20,763,970
5. Other Income
Interest Income
20,917 5,562
Other income
- 64,666 Total Other Income
20,917 70,228
6. Income Tax Reconciliation
Accounting profit before income tax
708,316 885,575
Prima facie expense at statutory income tax rate of 30%
(212,495) (265,673)
Expenditure not deductible: Legal & Professional Expenses
(22,392) (4,039) Entertainment Expenses
(2,086) (1,289)
Income tax expense
(236,972) (271,000)
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
31 Dec 13 30 Jun 13
$ $
7. Trade & Other Receivables Receivables from service providers / customers
4,533,788 3,063,500
Provision for doubtful debts
(37,586) (152,471) Total Trade & Other Receivables
4,496,202 2,911,029
8. Other Financial Assets
Security deposits
469,671 390,171 Total Other Financial Assets
469,671 390,171
Carrying value of these assets equates to fair value.
9. Other current assets
Deferred commission expense
1,611,795 1,758,750
Costs of Capital Raising July 2013
- 629,960 Prepayments
169,655 69,796
Loans to Service Providers
- 93,223 Total Other Current Assets
1,781,450 2,551,729
10. Property, Plant & Equipment
Computer & Office Equipment at Cost
1,074,341 806,571
Computer & Office Equipment Accumulated Depreciation
(664,296) (466,046)
410,045 340,525 Financed Handsets at Cost
323,985 323,985
Financed Handsets Accumulated Depreciation
(322,177) (319,186)
1,807 4,799 Leasehold Improvements at Cost
68,740 68,740
Leasehold Improvements Accumulated Depreciation
(57,026) (54,081)
11,714 14,659
Total Property, Plant & Equipment
423,567 359,983
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
31 Dec 13 30 Jun 13
$ $
11. Intangibles
Computer Software at Cost
1,742,831 1,251,465
Computer Software Accumulated Depreciation
(714,298) (426,399) Total Computer Software
1,028,532 825,066
Customer Relationships
1,862,000 - Customer Relationships Accumulated Depreciation
(137,898) -
Total Customer Relationships
1,724,102 - Brand, at cost
121,000 -
Goodwill, at cost
1,671,330 - Trademarks, at cost
21,457 21,457 Total Intangibles
4,566,421 846,523 Brand, goodwill and trademarks have been assessed to have an indefinite useful life as there is no foreseeable limit to the period over which the assets are expected to generate cash inflows for the Group.
12. Deferred Tax Asset
Asset / (Liability) at start of period
322,829 149,865 Movement in period
(29,841) 172,694 Attributable to costs of capital raising
368,023 - Intangible asset acquired through iVox purchase
(627,185) - At End of period
33,824 322,829
13. Other Non Current Assets
Loans to Affiliates
- 40,000 Deferred Commission Expense
427,882 650,496
Total Other Non Current Assets
427,882 690,496
14. Borrowings
Bank Overdraft 121,490 191,483
Interest-bearing debt facilities 548,851 684,059
Total Borrowings 670,341 875,542
Carrying value of these liabilities equates to fair value.
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NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
31 Dec 13 30 Jun 13
$ $
15. Income Tax Payable
Income tax payable at the start of the period
255,033 710,091 Income tax expense for period
236,972 271,893
Movement in timing differences
(29,841) 172,694 Tax liability acquired through iVox purchase
195,850 - Tax effect of capital raising taken direct to equity (10,532) Tax liability of Telcoinabox Pty Ltd not acquired by Inabox Group Ltd
(889,113)
Total income tax payable 658,014 255,033
16. Current Provisions
Employee Benefits
617,009 869,026 Total Current Provisions
617,009 869,026
17. Other Current Liabilities
IPO application monies received in advance
- 390,621 Deferred commission income
1,651,635 1,727,431
Outstanding purchase instalments for software intangibles
240,000 240,000
Amounts held on behalf of related parties (refer note 20)
841,107 -
Accruals
355,996 251,135
3,088,738 2,609,187
18. Non Current Payables
Deferred commission income
439,042 638,913 Outstanding purchase instalments for software intangibles
- 120,000
Service provider security deposits
153,500 42,000
592,542 800,913
19. Non Current Provisions
Long Service Leave
317,760 239,457
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
20. Amounts held on behalf of related parties
As disclosed in the Group’s Prospectus of 23 May 2013 and the Annual Report for the year ended 30 June 2013, Inabox acquired, through its wholly-owned subsidiary Telcoinabox Operations Pty Ltd, the operating assets of the Telcoinabox business from a subsidiary of Damordam Pty Ltd (“Damordam”). Damordam is an entity controlled by the founding shareholders of the Telcoinabox business who retain significant shareholdings in Inabox.
Damordam further sold the assets and liabilities of its New Zealand business, owned by Telcoinabox (NZ) Ltd, on 1 July 2013.
Damordam retained all historical obligations of the corporate entity which owned the Telcoinabox business, and retained beneficial ownership of sufficient current assets to discharge those obligations.
Inabox has subsequently realised, on behalf of the owners, the net proceeds of both the current assets retained by the Damordam group and the sale of the New Zealand business. On imminent finalisation of the tax returns of the Damordam group, Inabox will discharge those obligations out of the cash thus realised and remit any surplus to Damordam.
31 Dec 13
$
Net proceeds of current assets owned by Damordam group 817,868
Net proceeds of sale of New Zealand business
111,320 Tax obligations settled to date
(88,081)
Net amount held on behalf of related parties
841,107
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
31 Dec 13 30 Jun 13
$ $
21. Contributed Equity
Ordinary shares
Ordinary shares issued and fully paid
5,694,356 2
Movement in ordinary shares on issue
$ Shares
As at 31 December 2012
2 3
Share Split
- 7,953,777
Share-based payments
30,000 249,860
Issued for nil cash consideration
- 125,020
Capital raising 22 May 2013
531,915 554,078
Cost of issue of shares, net of tax recoverable
(24,574)
As at 30 Jun 2013
537,343 8,882,738 Proceeds from issue of shares
3,500,000 2,937,500
Cost of issue of shares
(858,722) -
Equity consideration; acquisition of iVox Pty Ltd
2,515,735 2,096,446 As at 31 December 2013
5,694,356 13,916,684 Cash received, net of costs and before tax benefit
2,512,594 257,270
22. Commitments
Operating lease commitment
The Company has entered into a commercial lease of its premises, which has a remaining term of 17 months and requires the Company to pay rent of at least $634,089 per annum. In addition, outgoings may also be payable. The future commitments payable under the non-cancellable lease agreement as at 31 December 2013 are as follows:
31 Dec 13 30 Jun 13
$ $
Within one year
648,885 636,203 After one year, but not more than five years
274,772 604,498 After more than five years
- -
923,657 1,240,701
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Inabox Group Limited 31 December 2013
NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2013, continued
23. Dividends
No dividends were paid or proposed during the half-year ended 31 December 2013 or during the half-year ended 31 December 2012.
24. Share Based Payment Plan
No new options over the ordinary shares of the Inabox Group Limited were issued during the reporting period. No options were exercised or were forfeited during the reporting period.
25. Segment Information
For management purposes, the consolidated entity is organised into one main operating segment, wholesale telecommunications enablement, which comprises the full suite of fixed line voice services, including line rental services, mobile voice and data services, dial-up and high speed broadband internet services plus mobile telephone hardware. All of the Group’s activities are interrelated and discrete financial reporting is provided to the Board (chief operating decision maker) as a single segment. All significant operating decisions are based upon analysis of the Group as one segment. The financial results from this segment are equivalent to the financial statements of the consolidated entity as a whole.
26. Subsequent Events
No events have occurred after the reporting period that would require, as of the date of this half-year report, either adjustment of or disclosure in this report.
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Inabox Group Limited 31 December 2013
DIRECTORS’ DECLARATION In accordance with a resolution of the directors of Inabox Group Limited, I declare on behalf of the directors that:
1. The financial statements and notes of Inabox Group Limited are in accordance with the Corporations Act 2001, including:
a. giving a true and fair view of the consolidated entity’s financial position as at 31 December 2013 and of its performance of the half year ended that date; and
b. complying with Australian Accounting Standards and the Corporations Regulations 2001; 2. The financial statements and notes also comply with the International Financial Reporting Standards; and 3. There are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable. On behalf of the board
Siimon Reynolds Director
Damian Kay Director
Sydney, 27 February 2014
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Inabox Group Limited 31 December 2013
INDEPENDENT AUDITOR’S REVIEW REPORT TO THE MEMBERS
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A member firm of Ernst & Young Global LimitedLiability limited by a scheme approved underProfessional Standards Legislation
Ernst & Young680 George StreetSydney NSW 2000 AustraliaGPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555Fax: +61 2 9248 5959ey.com/au
Repor t on t he Ha lf-Year F inancia l ReportWe have reviewed the accompany ing ha lf-year financ ia l report of Inabox Group L im ited , wh ichcompr ises the statement of f inancial posit ion as a t 31 December 2013 , the sta temen t ofcomprehensive income , statement of changes in equ ity and sta tement of cash flows for the half-yearended on that da te , notes compr ising of a summary of sign ificant accounting po licies and otherexplanatory information, and the d irectors’ declara tion of the consolidated enti ty comprising thecompany and the entities it controlled at the half-year or f rom time to t ime dur ing the ha lf-year.
Directors’ Responsibilit y for the Ha lf- Yea r F inanc ia l Repor t
The directors of the company are responsib le for the prepara tion of the half-year f inancia l report tha tgives a true and fa ir view in accordance with Austra lian Accoun ting Standards and the Corpora tions Ac t20 01 and for such interna l contro ls as the directors determ ine are necessa ry to e nab le the prepa ra tionof the ha lf-yea r financ ia l repor t that is free from materia l misstatemen t, whether due to fraud or e rror.
Aud itor ’s Responsib ility
Our responsib ility is to express a conclusion on the ha lf-year financ ia l report based on our review. Weconducted our review in accordance wi th A ud it ing Standard on Rev iew Engagemen ts ASRE 2 410Review of a F inanc ia l Report Performed by the Independent Aud itor of the Entity, in order to statewhether, on the basis of the procedures described, we have b ecome aware of any ma tter tha t makes usbe lieve that the f inanc ia l report is not in accordance wi th the Corpora tions Act 200 1 includ ing: giving atrue and fa ir view of the conso lidated entity ’s financia l posi tion as a t 31 December 20 1 3 and itsperformance for the half-year ended on that date; and comp ly ing w ith Accounting Standard AASB 1 34Interim F inancia l Reporting and the Corpora tions Regulat ions 2 00 1 . As the auditor of Inabox GroupL imited and the entit ies it controlled dur ing the ha lf-year, ASRE 2410 requ ires tha t we comply with theethica l requirements re levant to the audit of the annua l financia l report .
A review of a ha lf-year f inancia l report consists of making enquir ies, pr imarily of persons responsiblefor financia l and accounting matters, and applying ana lyt ica l and other rev iew procedures. A review issubstant ia lly less in scope than an audit conducted in accordance with Austra lian Audit ing Standardsand consequent ly does not enable us to obta in assurance that we would become awa re of a ll sign if icantmatters that might be ident ified in an audit . Accordingly, we do not exp ress an aud it op in ion.
Independence
In conduct ing our review, we have complied w ith the independence requiremen ts of the Corpora tionsAc t 20 01 . We have g iven to the directors of the company a wr itten Audi tor’s Independ ence Declarat ion,a copy of wh ich is included in the D irectors’ Report .
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A member firm of Ernst & Young Global LimitedLiability limited by a scheme approved underProfessional Standards Legislation
Conc lusionBased on our rev iew, which is not an aud it, we have not b ecome aware of any ma tter tha t makes usbe lieve that the ha lf-yea r financial repor t of Inabox Group L im ited is not in accordance w ith theCorpora tions Act 2 001 , including:
a) giv ing a true and fa ir v iew of the consolida ted en tity ’s financ ia l posit ion as at 3 1 December 2013and of its performance for the ha lf-year ended on that date; and
b) complying with Account ing Standard A ASB 134 Interim F inanc ia l Reporting and the Corpora tionsRegula tions 200 1 .
Ernst & Young
L isa Nijssen-SmithPartnerSydney27 February 201 4
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