Chairman’s message
Dear Shareholder,
Presenting the icetana Limited (ASX: ICE) 2021 Annual Report provides an opportunity to
reflect on an extraordinary period for our company, and the world, since listing in
December 2019. Like many companies our operations and plans for FY2021 were
significantly impacted by the global Coronavirus pandemic, as were customers and
partners in our key verticals.
In what has been a very difficult environment and market over the last 12 months, I want
to recognize the focus and resourcefulness of management and the resilience of our
employees that has enabled us to continue the company’s progress over the period.
Revenues were up 26% to $1.487m, with receipts from customers up to $2.1m for the
year, and annualized recurring revenue (ARR) grew 88% to $1.3m, as we continue to shift
the focus from perpetual licensing to a recurring revenue model. Renewals remained
strong with 92% customer retention for the year, including significant expansions with
several of our long-term customers.
During the year we maintained a strong focus on cash management resulting in lower net
cash outflows in comparison to FY2020, reduced losses by 30%, and finished the year in
a strong financial position with $1,738,837 cash at bank, and no debt.
Despite the challenges posed by the pandemic, we made significant progress in both
product development and go-to-market activities over the period. During the year we
refocused a significant portion of our sales effort towards guarding services companies,
where our AI video analytics and anomaly detection improves security guard efficiency
and coverage, as the number of sites and surveillance cameras increases. We saw results
from these efforts very quickly, receiving new orders from Japan and Singapore based
guarding organizations and through new value-added resellers focused on this market.
We received multiple sales orders, and expansion opportunities from US prisons in the
first half of the year, that continued to expand in the second half of the year, working
directly with our US value added resellers. We also secured our first utility customer in
Canada.
From a product development perspective, we delivered more functionality and integrations
to our solutions, again demonstrating the quality and efficiency of our research and
development and deployment teams. In FY2022, we will also release the most significant
upgrade to our core product since its launch, leveraging Nvidia’s DeepStream technology
and delivering a broader set of functionality and value to customers.
Heading into FY2022, we are seeing a recovery in markets, geographies and verticals
coming out of the pandemic, but we remain cautious about the speed of that recovery,
with some verticals and geographies still challenged. However, we are confident the
company can build scale and broaden its customer base with our new product offerings
and technological advantage, a growing pipeline of opportunities and several large-scale
deployments scheduled for the year ahead.
I would like to thank our Shareholders for their support during the year and look forward
to that support continuing as we work to grow the business in FY2022. Finally, I would like
to thank my fellow Board members for their guidance and support throughout the year.
Mark Potts
Non-Executive Chairman
CEO’s message
Dear fellow shareholders,
FY 2021 has been a period of transition for icetana. In the early part of the year customer
implementation challenges driven by the rolling COVID lockdowns in our core market
sectors resulted in limited growth in our reported revenue. As we hit the second half of
the financial year we closed new orders and also began to regain access to the customer
sites so that existing orders could be implemented and revenue recognised.
The transition was best displayed by the Q4 update graph representing our Annualised
Recurring Revenue (ARR) which is calculated from monthly recognised revenue multiplied
by 12, this is a core metric the management team focus on growing each quarter.
Throughout the year we tightly managed our cash reserves so that we would be ready for
a post-COVID rebound in customer sentiment.
The Company made very solid progress on its new product (v2) which takes advantage of
contemporary technologies as well as benefiting from the many years of experience that
icetana has within the security surveillance industry. A sample of the new interface
currently being trialed with customers is included below:
The new Highlights Grid approach to displaying our anomalous movement results was the
subject of a new patent filed shortly after the end of the financial year.
As we head into FY22 I am excited by the growing interest in security video analytics and
the increased engagement in AI technologies from the many organisations that use
surveillance cameras in their business environments.
The market is set to reach 1 billion surveillance cameras by the end of this year and the
increasing capacity for new technology (both hardware and software) to consume the vast
amounts of data coming from the cameras puts icetana in an excellent position.
I would like to thank my executive team for their commitment and passion throughout the
year, in particular Kevin Brown and Rafael Kimberley-Bowen who leave me humbled by
their knowledge in their respective areas of responsibility.
My thanks to our many long term shareholders who have shown the commitment to stick
with us through the last 18 months of market turmoil, we look forward as a team to
returning strong returns to you for that commitment.
Matt Macfarlane
Chief Executive Officer
icetana Limited
Corporate Directory
For the year ended 30 June 2021
Board of Directors
Mark Potts
Non-Executive Chairman
Matthew Macfarlane
Managing Director and Chief Executive Officer
Geoff Pritchard
Non-Executive Director
Deanna Carpenter
Non-Executive Director
Company Secretary
Emma Waczak
Registered office and principal place of business
Level 4
45 St Georges Terrace
Perth
Western Australia 6000
Website
www.icetana.com.au
Auditors
Butler Settineri (Audit) Pty Ltd
Unit 16
100 Railway Road
Subiaco
Western Australia 6008
www.butlersettineri.com.au
Share registry
Automic Registry Services
Level 2
267 St Georges Terrace
Perth
Western Australia 6000
www.automicgroup.com.au
Stock exchange
ASX Limited (ASX)
www.asx.com.au
ASX code
ASX:ICE
icetana Limited
For the year ended 30 June 2021
Contents
Results for announcement to the market
Corporate directory
Directors’ Report
Auditor’s independence declaration
Consolidated statement of profit or loss for the year ended 30 June 2021
Consolidated statement of financial position as at 30 June 2021
Consolidated statement of changes in equity for the year ended 30 June 2021
Consolidated statement of cash flows for the year ended 30 June 2021
Notes to the consolidated financial statements for the year ended 30 June 2021
Directors’ declaration
Audit report
2
15
16
17
18
19
20
50
51
1
icetana Limited
Directors' report
30 June 2021
The directors present their report, together with the financial statements, on the Consolidated Entity (referred to hereafter as
the 'Consolidated Entity') consisting of icetana Limited (referred to hereafter as the 'Company' or 'Parent Entity') and the
entities it controlled for the year ended 30 June 2021.
Directors
The following persons were directors of icetana Limited during the whole of the financial year and up to the date of this report,
unless otherwise stated:
Mark Potts
Matthew Macfarlane
Geoff Pritchard
Justin Mannolini (resigned on 10 May 2021)
Deanna Carpenter (appointed on 10 May 2021)
Principal activities
During the financial year the principal continuing activity of the Consolidated Entity consisted of the development and sale of
an AI assisted video surveillance software using technology based on machine learning to provide automatic real-time
anomalous event detection.
Review of operations
Founded in 2009, icetana was formed to commercialise technology developed by researchers at Curtin University that allows
for the efficient analysis of very large data sets to identify anomalous activity and events outside normal patterns.
icetana has commercialised the technology by developing Artificial Intelligence (AI) assisted video surveillance software using
machine learning techniques to provide automated real-time anomalous event detection (icetana Solution) for use cases
including security, loss prevention, theft and health and safety. The icetana Solution integrates with existing video surveillance
systems or can be deployed to directly interface with surveillance camera feeds. The software ‘learns’ activity patterns (not
object or facial recognition) for fixed-field-of-view cameras and creates a model of ‘normal’ movement patterns and activity.
After the learning phase, the software then reports anomalous or unusual movement patterns and activity in real-time, through
a user interface that highlights those anomalous events. Security operators, typically based in operations centres responsible
for monitoring hundreds to thousands of cameras, can review the unusual events and determine appropriate response.
To date, significant traction has been made in securing enterprise grade customers and the Company currently has over 25
active customers across a number of core industry verticals with installed sites in over 40 locations supporting in excess of
13,000 video surveillance cameras globally. The product has application to multiple customer segments and use-cases and
will be targeting additional industry verticals as part of the product development roadmap (e.g. prisons, healthcare and financial
services).
icetana’s business is transitioning swiftly to a Software as a Service (SaaS) operation, allowing the Company to build recurring
revenue streams. This is complemented by a non-SaaS direct-licensing model which includes recurring maintenance fees
where customers or markets have a strong preference for such upfront arrangement.
Customer decision making processes have been affected by COVID-19 during the financial year and continue to be challenged
post year-end. This has typically manifested as delays and deferrals to deals the Company had been planning to close in the
near term, rather than lost opportunities. Some of icetana’s key vertical markets, including retail malls, casinos and universities
have been very directly impacted by COVID-19 restrictions. Whilst there has been no impact thus far on renewals of existing
customers in these verticals, there have been some deferrals of tenders, deployments and implementations caused by the
uncertainty within customers’ own business operations and these delays have impacted revenues for the financial year.
Earlier in the financial year the Company implemented numerous cost savings measures to help preserve our strong cash
position. The Company benefited from government programs such as the JobKeeper allowance to further support our cash
retention objective. The savings and allowance claims that were implemented resulted in a substantial reduction in net cash
expenditure during the year.
2
icetana Limited
Directors' report
30 June 2021
Review of operations (cont.)
The loss for the Consolidated Entity after providing for income tax amounted to $2,222,870 (30 June 2020: $3,157,649).
For the year ended 30 June 2021 the Consolidated Entity reported sales revenue of $1,486,503 were up 25% on the previous
year ($1,181,096). However recurring revenues by way of SaaS and maintenance fees increased as a proportion of total
revenue for the financial year to approximately 63% (60% in 2020). The Company also had $963,010 in unearned revenue
as at 30 June 2021 (2020: $948,553), representing pre-payments received from customers who typically pay for annual
subscriptions 12 months in advance.
The financial position of the Consolidated Entity remains strong with net current assets of $1,527,532 and nil debt.
Dividends
No dividends were paid or declared since the start of the financial period. No recommendation for payment of dividends has
been made.
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the Consolidated Entity during the financial year.
Matters subsequent to the end of the financial year
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has not been financially positive for the
Consolidated Entity up to 30 June 2021, it is not practicable to estimate the on-going potential impact, positive or negative,
after the reporting date. The situation is rapidly developing and is dependent on measures imposed by respective
governments, such as maintaining social distancing requirements, quarantine, vaccinations, travel restrictions and any
economic stimulus that may be provided.
No matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect the
Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future financial
years.
Likely developments and expected results of operations
icetana will continue to implement the business strategies put in place to drive the Company towards a growth trajectory in
the foreseeable future, subject to a stable macro-economic environment. The Company will continue to seek new opportunities
to build scale and to broaden its customer base, product offering and technological advantage.
In reliance on s299A(3) of the Corporations Act 2001, we have not disclosed further information on business strategies and
prospects, because disclosure of that information is likely to result in unreasonable prejudice to the Group.
Environmental regulation
The current activities of the Company are not subject to any significant environmental regulation. However, the Board believes
that the Company has adequate systems in place to manage its environmental obligations and is not aware of any breach of
any environmental requirements during the period covered by this report as they apply to the Company.
Information on directors
Mark Potts
Non-Executive Chairman
B.Sc
Name:
Title:
Qualifications:
Experience and expertise: Mark has 30-plus years' experience in senior executive and board positions, in start-ups
and large corporates. Most recently he was the worldwide CTO and VP for Corporate
Strategy at Hewlett Packard Enterprise. Prior to Hewlett Packard, Mark was the founder
of several successful venture backed startups that have driven technology disruption
and business innovation in varied industries.
Non-executive director of Resolute Mining Limited (ASX:RSG) (appointed 29 June 2017)
Other current ASX
directorships:
Former ASX directorships
(last three years):
Special responsibilities:
Interests in shares:
Interests in options:
Contractual right to shares: None
Non-executive chairman of Decimal Software Limited (ASX: DSX) (resigned 24
December 2018)
Chairman
566,715
1,062,943
3
icetana Limited
Directors' report
30 June 2021
Name:
Title:
Qualifications:
Experience and expertise: Matthew was the founding CEO of the Company and returned to the role in September 2018.
He is a successful entrepreneur, angel and venture capital investor and worked for
over 10 years doing international cross-border mergers and acquisitions.
Matthew Macfarlane
Managing Director and Chief Executive Officer
B.Com, CA (Australia), GAICD
He co-founded software start-up Vibe Capital (Minti) which raised over $2.6m from early
stage investors; and also co-founded the $40m venture capital firm Yuuwa Capital in 2009.
He has taken on acting-CEO roles at icetana and Australian Export Grains Innovation Centre
(AEGIC) in the past 5 years during CEO absences. In 2018 he was recognised by the West
Australian IT and Telecoms Association (WAITTA) as the Pearcey Entrepreneur of the Year.
He is the Chair of Spacecubed Ventures Pty Ltd, an independent Director of PetRescue Ltd
and a Director of the Australian Export Grains Innovation Centre (AEGIC).
Other current ASX
directorships:
Former ASX directorships
(last three years):
Special responsibilities:
Interests in shares:
Interests in options:
Interests in performance
rights:
None
None
None
1,444,649
8,249,262
787,500
Contractual right to shares: Nil
Name:
Title:
Qualifications:
Experience and expertise:
Geoffrey Pritchard
Non-Executive Director
B.Com, CA (Australia), MBA, GAICD
Geoff is an experienced Chairman, Executive Director and Chief Executive actively
engaged across Governance, Strategy Consulting, Corporate Advisory, Venture Capital
and Private Equity to the Superannuation, Family Office, Financial Services and
Technology Sectors.
He co-founded and is Chairman of Go Capital Pty Ltd, a Private Equity and Venture
Capital business with a focus on the technology sector and a significant investor in
icetana Ltd.
Mr Pritchard was previously CEO of the Western Pacific Financial Group and led the
business into its ASX exit in 2007.
None
None
Other current ASX
directorships:
Former ASX directorships
(last three years):
Special responsibilities:
Interests in shares:
Interests in options:
Interests in performance
rights:
Contractual right to shares: None
None
39,550,195
10,479,314
Nil
Name:
Title:
Qualifications:
Experience and expertise:
Justin Mannolini
Non-Executive Director, resigned 10 May 2021
GAICD, SF Fin
Justin is a partner in the Corporate Advisory Group of Australian law firm Gilbert + Tobin. He
is currently serving in a non-executive capacity on a number of listed, private and
Government Boards. He has over 20 years' corporate finance experience as a lawyer and
4
icetana Limited
Directors' report
30 June 2021
investment banker, and has advised on a wide range of M&A, reconstruction and equity
capital markets transactions across a number of industry sectors including energy &
resources, financial services, technology, engineering & mining services, food & beverage
and real estate.
He is currently also a director of Northern Australia Infrastructure Facility (appointed May
2016)
Non-Executive Chairman of Jindalee Resources Limited (ASX: JRL) (appointed a director
in September 2013)
None
Other current ASX
directorships:
Former ASX directorships
(last three years):
Special responsibilities:
Interests in shares:
Interests in options:
Interests in performance
rights:
Contractual right to shares: None
None
0
195,363
Nil
Name:
Title:
Qualifications:
Experience and expertise:
Deanna Carpenter
Non-Executive Director, appointed 10 May 2021
LLB, BEc
Deanna has over 10 years’ experience as a lawyer with a focus on equity capital markets
and mergers & acquisitions, and extensive experience in governance, risk management and
corporate compliance. Deanna is a partner in the corporate and commercial practice of
national firm HWL Ebsworth and has been involved with icetana since advising on its IPO in
2019. Deanna has previously worked with ASX in its compliance division
None
None
Other current ASX
directorships:
Former ASX directorships
(last three years):
Special responsibilities:
Interests in shares:
Interests in options:
Interests in performance
rights:
Contractual right to shares: None
None
Nil
468,870 subject to shareholder approval at the 2021 AGM
Nil
'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all
other types of entities, unless otherwise stated.
'Former directorships (last three years)' quoted above are directorships held in the last three years for listed entities only and
excludes directorships of all other types of entities, unless otherwise stated.
Company secretary
Emma Walczak (LLB, B.ICT, FCG, FGIA) was appointed to the role of Company Secretary on 15th February 2021. Ms
Walczak has over 12 years’ experience as a commercial lawyer and company secretary. Ms Walczak is the principal of Trinitas
Legal, her own law practice, where she provides commercial law advice and company secretarial services to businesses in
Perth. Ms Walczak has a graduate diploma in Applied Corporate Governance and Risk Management and is a Fellow of the
Governance Institute of Australia.
Shane Cranswick (B.Com, CA, FFin, FGIA, MAICD) held the role of Company Secretary from 8 November 2017 to 19 February
2021. He is an accomplished finance executive with over 20 years’ experience in senior management roles in predominantly
listed companies both in Australia and overseas. Mr Cranswick has gained a Bachelor of Commerce degree from the
University of Western Australia then commenced his career with an international Chartered Accounting firm.
Meeting of directors
The number of meetings of the Consolidated Entity’s Board of Directors (‘the Board’) during the year ended 30 June 2021,
and the number of meetings attended by each director were:
Director
Mark Potts
Attended
8
5
Held
8
icetana Limited
Directors' report
30 June 2021
Matthew Macfarlane
Geoff Pritchard
Justin Mannolini
Deanna Carpenter
8
8
7
1
8
8
7
1
Held: represents the number of meetings held during the time that the director held office.
Remuneration report (Audited)
The remuneration report details the key management personnel remuneration arrangements for the Consolidated Entity, in
accordance with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the entity, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
●
●
●
●
●
●
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share-based compensation
Additional information
Additional disclosures relating to key management personnel
Principles used to determine the nature and amount of remuneration
The objective of the Consolidated Entity's executive reward framework is to ensure reward for performance is competitive
and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives
and the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of
reward. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward
governance practices:
●
●
●
●
competitiveness and reasonableness
acceptability to shareholders
performance linkage / alignment of executive compensation
transparency
The Board is responsible for determining and reviewing remuneration arrangements for its directors and executives. The
performance of the Consolidated Entity depends on the quality of its directors and executives. The remuneration philosophy
is to attract, motivate and retain high performance and high quality personnel.
The Board has structured an executive remuneration framework that is market competitive and complementary to the reward
strategy of the Consolidated Entity.
The reward framework is designed to align executive reward to shareholders' interests. The Board have considered that it
should seek to enhance shareholders' interests by:
●
●
having economic profit as a core component of plan design
focusing on sustained growth in shareholder wealth, consisting of dividends and growth in share price, and delivering
constant or increasing return on assets as well as focusing the executive on key non-financial drivers of value
attracting and retaining high calibre executives
●
Additionally, the reward framework should seek to enhance executives' interests by:
●
●
●
rewarding capability and experience
reflecting competitive reward for contribution to growth in shareholder wealth
providing a clear structure for earning rewards
In accordance with best practice corporate governance, the structure of non-executive director and executive director
remuneration is separate.
6
icetana Limited
Directors' report
30 June 2021
Non-executive directors remuneration
Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive directors'
fees and payments are reviewed annually by the Board. The Board may, from time to time, receive advice from independent
remuneration consultants to ensure non-executive directors' fees and payments are appropriate and in line with the market.
The chairman's fees are determined independently to the fees of other non-executive directors based on comparative roles
in the external market. The chairman is not present at any discussions relating to the determination of his own remuneration.
Non-executive directors do not receive share options or other incentives.
ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by a general
meeting. The existing approved maximum annual aggregate remuneration is $300,000.
Executive remuneration
The Consolidated Entity aims to reward executives based on their position and responsibility, with a level and mix of
remuneration which has both fixed and variable components.
The executive remuneration and reward framework has four components:
●
●
●
●
base pay and non-monetary benefits
short-term performance incentives
share-based payments
other remuneration such as superannuation and long service leave
The combination of these comprises the executive's total remuneration.
Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, are reviewed annually by the
Board based on individual and business unit performance, the overall performance of the Consolidated Entity and
comparable market remunerations.
Executives may receive their fixed remuneration in the form of cash or other fringe benefits where it does not create any
additional costs to the Consolidated Entity and provides additional value to the executive.
The short-term incentives ('STI') program is designed to align the targets of the business units with the performance hurdles
of executives. STI payments are granted to executives based on specific annual targets and key performance indicators
('KPIs') being achieved. KPIs include profit contribution, customer satisfaction, leadership contribution and product
management.
The long-term incentives ('LTI') include long service leave and share-based payments. Options awarded to executives vest
over a period of three years. The Board reviewed the long-term equity-linked performance incentives specifically for
executives during the year ended 30 June 2021.
Consolidated entity performance and link to remuneration
From 1 July 2020, remuneration for certain individuals has been directly linked to the performance of the Consolidated Entity.
A portion of cash bonus and incentive payments are dependent on defined earnings per share targets being met. The
remaining portion of the cash bonus and incentive payments are at the discretion of the Board. Refer to the section 'Additional
information' below for details of the earnings and total shareholders return for the last five years.
The Board is of the opinion that the continued improved results can be attributed in part to the adoption of performance based
compensation and is satisfied that this improvement will continue to increase shareholder wealth if maintained over the
coming years.
Use of remuneration consultants
The Consolidated Entity did not engage external consultants to review existing remuneration policies during the year ended
30 June 2021.
7
icetana Limited
Directors' report
30 June 2021
Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the Consolidated Entity are set out in the following tables.
The key management personnel of the Consolidated Entity consisted of the following directors of icetana Limited:
●
●
●
●
●
Mark Potts - Non-Executive Chairman
Geoff Pritchard - Non-Executive Director
Justin Mannolini - Non-Executive Director (resigned on 10 May 2021)
Deanna Carpenter - Non-Executive Director (appointed on 10 May 2021)
Matthew Macfarlane - Managing Director and Chief Executive Officer
And the following persons:
● Shane Cranswick - Company Secretary and Chief Financial Officer (resigned on 19 February 2021)
● Kevin Brown – Chief Operating Officer
● Damon Watkins – Chief Revenue Officer (resigned on 24 July 2020)
● Rafael Kimberly-Bowen - Chief Financial Officer (appointed on 4 February 2021)
● Emma Walczak – Company Secretary (appointed on 15 February 2021)
Changes since the end of the reporting period:
● No changes since the end of the reporting period
2021
Non-Executive
Directors:
M. Potts
(Chairman)
G. Pritchard
J. Mannolini1
D. Carpenter2
Executive
Directors:
M. Macfarlane
Other Key
Management
Personnel:
S. Cranswick3
K. Brown
D. Watkins4
R. Kimberley-
Bowen5
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based payments
Cash salary
and fees
$
Cash
bonus
$
Non-
Super-
monetary annuation
$
$
Long
service
leave
$
Equity-
settled
shares
$
Equity-
settled
options
$
Total
$
56,875
34,489
24,124
5,286
-
1,800
-
-
-
-
-
-
5,403
-
2,504
502
-
-
-
-
-
-
-
-
39,072
19,536
14,652
-
101,350
55,825
41,280
5,788
172,800
-
-
16,416
2,720
-
97,681
289,617
119,106
134,400
36,409
85,000
668,489
-
-
8,000
-
9,800
-
-
-
-
-
9,852
12,768
3,212
-
50,657
-
860
-
-
3,580
-
-
-
-
-
69,401
204,454
-
198,359
352,482
47,621
-
85,000
444,796 1,177,322
8
icetana Limited
Directors' report
30 June 2021
1
2
3
4
5
Represents remuneration from 1 July 2020 to 10 May 2021
Represents remuneration from 10 May 2021 to 30 June 2021
Represents remuneration from 1 July 2019 to 19 February 2021
Represents remuneration from 1 July 2020 to 24 July 2020
Represents remuneration from 4 February 2021 to 30 June 2021
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based payments
Cash salary
and fees
$
Cash
bonus
$
Non-
Super-
monetary annuation
$
$
Long
service
leave
$
Equity-
settled
shares
$
Equity-
settled
options
$
Total
$
53,208
4,927
18,136
-
-
-
-
-
-
-
185,600
173,333
91,324
-
179,045
107,077
116,218
837,544
45,662
-
15,535
152,521
-
-
-
-
-
-
-
-
-
-
-
3,345
-
1,723
-
-
26,308
3,167
156
-
-
-
-
862
-
21,347
10,172
12,517
78,579
4,414
508
653
6,593
-
-
-
-
-
-
-
-
-
-
-
19,536
-
-
-
-
-
76,246
4,927
19,859
-
-
-
48,841
9,768
352,935
186,268
29,304
-
-
279,773
117,757
144,922
107,449 1,182,686
2020
Non-Executive
Directors:
M. Potts
(Chairman)
G. Pritchard4
J. Mannolini1
R. McDougall2
J. Williams3
Executive
Directors:
M. Macfarlane
G. Pritchard4
Other Key
Management
Personnel:
S. Cranswick
K. Brown5
D. Watkins6
1
2
3
4
5
6
Represents remuneration from 18 December to 30 June 2020
Represents remuneration from 1 July 2019 to 18 December 2019
Represents remuneration from 1 July 2019 to 1 October 2019
Mr Pritchard changed from an executive role to a non-executive role effective 1 May 2020
Represents remuneration from 7 October 2019 to 30 June 2020
Represents remuneration from 7 October 2019 to 30 June 2020
9
icetana Limited
Directors' report
30 June 2021
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Mark Potts
G. Pritchard
J. Mannolini
D. Carpenter
Executive Directors:
M. Macfarlane
G. Pritchard
Other Key Management
Personnel:
S. Cranswick
K. Brown
D. Watkins
R. Kimberley-Bowen
Fixed remuneration
2020
2021
At risk - STI
At risk - LTI
2021
2020
2021
2020
61%
62%
65%
100%
74%
100%
100%
N/a
66%
N/a
60%
95%
65%
42%
83%
100%
74%
100%
89%
N/a
-
3%
-
-
-
N/a
-
-
17%
-
-
-
-
N/a
39%
35%
35%
-
26%
N/a
34%
N/a
16%
-
11%
N/a
35%
58%
-
-
26%
-
-
N/a
14%
5%
10%
-
-
N/a
Cash bonuses are dependent on meeting defined performance measures. The amount of the bonus is determined having
regard to the satisfaction of performance measures and weightings as described above in the section 'Consolidated entity
performance and link to remuneration'. The maximum bonus values are established at the start of each financial year and
amounts payable are determined in the final month of the financial year by the Board.
The proportion of the cash bonus paid/payable or forfeited is as follows:
Name
Executive Directors:
M. Macfarlane
G. Pritchard
Other Key Management Personnel:
K. Brown
D Watkins
S. Cranswick
R. Kimberley-Bowen
Cash bonus paid/payable
2021
2020
Cash bonus forfeited
2020
2021
0%
N/a
0%
N/a
0%
N/a
45%
N/a
N/a
40%
100%
N/a
100%
N/a
100%
N/a
100%
N/a
55%
N/a
N/a
60%
0%
N/a
10
icetana Limited
Directors' report
30 June 2021
Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details
of these agreements are as follows:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Matthew Macfarlane
Managing Director and Chief Executive Officer
1 May 2019
Ongoing
Base salary for the year ending 30 June 2021 of $192,000 plus superannuation, to be
reviewed annually by the Board. Two month termination notice by either party, revenue
bonus of up to 40% of salary subject to achievement of revenue targets to be agreed
with the Board annually, capital raise bonus of between $50,000-$150,000 (for the year
ended 30 June 2021 only) for successful completion of capital raising, eligible to
participate in Employee Stock Investment Plan (ESIP) subject to a Performance
Review and Board approval, non-solicitation and non-compete clauses. Effective 1 May
2020, Mr Macfarlane and the Company agreed to reduce base salary by 20% until such
time as the parties agree otherwise. The agreement to reduce base salary was
concluded on 31 December 2020.
Shane Cranswick
Chief Financial Officer and Company Secretary
26 June 2017 (ceased employment on 19 February 2021)
Ongoing
Base salary for the year ending 30 June 2021 of $190,000 plus superannuation, to be
reviewed annually by the Board. Three month termination notice by either party, capital
raise bonus of $50,000 (for the year ended 30 June 2021 only) for successful
completion of capital raising, non-solicitation and non-compete clauses. Effective 1
May 2020, Mr Cranswick and the Company agreed to reduce base salary by 20% until
such time as the parties agree otherwise. The agreement to reduce base salary was
concluded on 31 December 2020.
Kevin Brown
Chief Operating Officer
7 October 2019
Ongoing
Full time equivalent salary for the year ending 30 June 2021 of $180,000 plus
superannuation, to be reviewed annually by the Board. Three month termination notice
by either party, eligible to participate in Employee Stock Investment Plan (ESIP) subject
to a Performance Review and Board approval, non-solicitation and non-compete
clauses. Effective 1 May 2020, Mr Brown and the Company agreed to reduce base
salary by 20% until such time as the parties agree otherwise. The agreement to reduce
base salary was concluded on 31 December 2020.
Damon Watkins
Chief Revenue Officer
7 October 2019 (ceased employment on 24 July 2020)
Ongoing
Base salary for the year ending 30 June 2021 of $185,000 plus superannuation, to be
reviewed annually by the Board. Three month termination notice by either party, 3
month termination notice by either party, eligible to participate in Employee Stock
Investment Plan (ESIP) subject to a Performance Review and Board approval, revenue
bonus potential of up to $100,000 for ‘on target’ performance measured against KPI
achievements ($40,000 guaranteed) as agreed with the CEO annually, non-solicitation
and non-compete clauses. Effective 1 May 2020, Mr Watkins and the Company agreed
to reduce base salary and cash bonus by 20% until such time as the parties agree
otherwise. Mr Watkins ceased employment prior to any agreement to re-instate full
base salary and cash bonus.
11
icetana Limited
Directors' report
30 June 2021
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Share-based compensation
Rafael Kimberley-Bowen
Chief Financial Officer
4 February 2021
Ongoing
Contracted through Scale Partners Pty Ltd to provide CFO services for an average of
four days per week, for $1,000 per day plus GST. Two month termination notice by
either party. Eligible to participate in Employee Stock Investment Plan (ESIP).
Options
The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and other key
management personnel in this financial year or future reporting years are as follows:
Name
M Potts
M Macfarlane
G Pritchard
J Mannolini
K Brown
D Watkins
S Cranswick
M Macfarlane
K Brown
D Watkins
S Cranswick
D. Carpenter
R. Kimberley-
Bowen
Number of
options
granted
937,739
2,344,348
468,870
468,870
1,758,261
937,739
1,406,609
5,642,702
4,232,026
3,854,491
2,586,916
468,870
1,500,000
Grant date
Vesting date
and
exercisable
date
Expiry date
Exercise
price
Fair value per
option at
grant date
18-Dec-19
18-Dec-19
18-Dec-19
18-Dec-19
18-Dec-19
18-Dec-19
18-Dec-19
1-May-20
1-May-20
1-May-20
1-May-20
2-Jun-21
2-Jun-21
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1
Note 2
Note 2
Note 2
Note 2
Note 3
Note 3
30-Nov-23
30-Nov-23
30-Nov-23
30-Nov-23
30-Nov-23
30-Nov-23
30-Nov-23
31-Mar-24
31-Mar-24
31-Mar-24
31-Mar-24
2-Jun-25
2-Jun-25
$0.30
$0.30
$0.30
$0.30
$0.30
$0.30
$0.30
$0.25
$0.25
$0.25
$0.25
$0.25
$0.25
$0.125
$0.125
$0.125
$0.125
$0.125
$0.125
$0.125
$0.093
$0.093
$0.093
$0.093
$0.049
$0.049
Notes.
1 Options vest on a quarterly basis over the three year period after the issue date with a further vesting condition of a 12
month “cliff” from the commencement of employment, engagement or office with the Company. There is no entitlement to
retain any options (partially vested or otherwise) until 12 months of employment, engagement or office is completed. If
employment is ceased during the vesting period, any unvested options held are forfeited by the Director / KMP.
2 Options vest 1(cid:187)3 in 12 months and quarterly thereafter over a total three year period commencing 1 May 2020. If employment
is ceased during the vesting period, any unvested options held are forfeited by the Director / KMP.
3 Options vest 1(cid:187)3 in 12 months and quarterly thereafter over a total three year period commencing 2 June 2021. If employment
is ceased during the vesting period, any unvested options held are forfeited by the Director / KMP. Options granted to D.
Carpenter subject to shareholder approval at the 2021 Annual General Meeting.
Options granted carry no dividend nor voting rights.
12
Icetana Limited
Directors' report
30 June 2021
All options were granted over unissued fully paid ordinary shares in the company. The number of options granted was
determined having regard to the satisfaction of performance measures and weightings as described above in the section
'Consolidated entity performance and link to remuneration'. Options vest based on the provision of service over the vesting
period whereby the executive becomes beneficially entitled to the option on vesting date. Options are exercisable by the
holder as from the vesting date. There has not been any alteration to the terms or conditions of the grant since the grant
date. There are no amounts paid nor payable by the recipient in relation to the granting of such options other than on their
potential exercise.
Values of options over ordinary shares granted, exercised and lapsed for directors and other key management personnel as
part of compensation during the year ended 30 June 2021 are set out below (note – value of options provided below is value
of options vested as at 30 June 2021):
Vested and
exercisable
as at 30 June
2021
Value of
options
vested during
the year
Value of
options
exercised
during the
year
Value of
options
lapsed during
the year
Remuneration
consisting of
options for the
year
Name
number
$
M Potts
M Macfarlane
G Pritchard
J Mannolini
K Brown
S Cranswick
468,870
1,172,174
234,435
195,363
2,289,806
900,021
39,073
97,681
19,536
14,652
204,454
69,401
$
-
-
-
-
-
-
$
-
-
-
-
-
-
%
39%
34%
33%
35%
58%
35%
This concludes the remuneration report, which has been audited.
Shares under option
All unissued ordinary shares of icetana Ltd under option (relating to key management personnel and other personnel) at the
date of this report are as follows:
Grant date
18 Dec 2019
1 May 2020 1
2 Jun 2021
Expiry date
30 Nov 2023
31 Mar 2024
2 Jun 2025
Exercise price
$0.30
$0.25
$0.25
Number under option
6,635,906
13,386,272
3,150,000
1 5,642,702 of these options were granted on 1 May 2020 but subject to approval at the 2020 Annual General Meeting,
which was received.
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the
company or of any other body corporate.
Shares issued on the exercise of options
No options were exercised during the year ended 30 June 2021 and up to the date of this report.
Indemnity and insurance of officers
The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a director
or executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of the
company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits
disclosure of the nature of the liability and the amount of the premium.
13
icetana Limited
Directors' report
30 June 2021
Indemnity and insurance of auditor
The company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the
company or any related entity against a liability incurred by the auditor.
During the financial year, the company has not paid a premium in respect of a contract to insure the auditor of the company
or any related entity.
Proceedings on behalf of the company`
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf
of the company, or to intervene in any proceedings to which the company is a party for the purpose of taking responsibility
on behalf of the company for all or part of those proceedings.
Non-audit services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor
are outlined in note 30 to the financial statements.
The directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or by another
person or firm on the auditor's behalf), is compatible with the general standard of independence for auditors imposed by the
Corporations Act 2001.
The directors are of the opinion that the services as disclosed in note 27 to the financial statements do not compromise the
external auditor's independence requirements of the Corporations Act 2001 for the following reasons:
●
all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity
of the auditor; and
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code
of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including
reviewing or auditing the auditor's own work, acting in a management or decision-making capacity for the company,
acting as advocate for the company or jointly sharing economic risks and rewards.
●
Officers of the company who are former partners of Butler Settineri (Audit) Pty Ltd
There are no officers of the company who are former partners of Butler Settineri (Audit) Pty Ltd.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out
immediately after this directors' report.
Auditor
Butler Settineri (Audit) Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.
On behalf of the directors
___________________________
Mark Potts
Non-Executive Chairman
26 August 2021
Perth, Western Australia
14
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of icetana Ltd and its controlled entities for the year
ended 30 June 2021, I declare that, to the best of my knowledge and belief, there
have been:
a) No contraventions of
the auditor
independence requirements of
the
Corporations Act 2001 in relation to the audit; and
b) No contraventions of any applicable code of professional conduct in relation
to the audit.
BUTLER SETTINERI (AUDIT) PTY LTD
ROBERT HALL CA
Director
Perth
Date: 26 August 2021
icetana Limited
Consolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2021
Revenue from continuing operations
4
1,486,503
1,181,096
Note 30 Jun 2021 30 Jun 2020
$
$
Cost of sales
Gross profit
Other income
Interest revenue
Expenses
Accountancy and audit fees
Advertising and marketing
Consultancy fees
Depreciation and amortisation expense
Employee benefits expense
Foreign exchange losses
Other expenses
Share based payments expense
(323,632)
(269,669)
1,162,871
911,427
5
444,636
4,817
182,000
11,331
(111,725)
(24,246)
(102,372)
(143,027)
(2,777,278)
(256,577)
(494,150)
(552,774)
(92,786)
(67,276)
(618,204)
(137,698)
(3,230,829)
36,310
(742,365)
(118,699)
6
Loss before income tax expense from continuing operations
(2,849,826)
(3,866,789)
Income tax benefit
7
626,957
709,141
Loss after income tax expense from continuing operations
(2,222,870)
(3,157,649)
Loss after income tax expense for the year
(2,222,870)
(3,157,649)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Other comprehensive income for the year, net of tax
Total comprehensive loss for the year
Net loss after income tax expense attributable to:
Non-controlling interest
Owners of icetana Limited
Total comprehensive loss attributable to:
Non-controlling interest
Owners of icetana Limited
244,956
(49,401)
244,956
(49,401)
(1,977,913)
(3,207,051)
23,408
(2,246,278)
52,089
(3,209,738)
(2,222,870)
(3,157,649)
70,393
(2,048,307)
30,943
(3,237,994)
(1,977,913)
(3,207,051)
Cents
Cents
Loss per share for profit attributable to the owners of icetana Limited
Basic loss per share
Diluted loss per share
20
20
(1.49)
(1.49)
(2.66)
(2.66)
The above statement of financial position should be read in conjunction with the accompanying notes
16
icetana Limited
Consolidated statement of financial position
As at 30 June 2021
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Prepayments
Inventory
Income tax refundable
Right-of-use assets
Total current assets
Non-current assets
Property, plant and equipment
Intangibles
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Unearned revenue
Employee benefits
Provisions
Lease liabilities
Total current liabilities
Non-current liabilities
Unearned revenue
Employee benefits
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Non-controlling interest
Retained losses
Total equity
Note 30 June 2021 30 Jun 2020
$
$
8
9
10
16
11
12
13
14
15
17
13
14
1,738,847
330,408
107,441
3,425
500,000
43,095
2,723,215
2,641,715
522,332
118,228
-
709,140
15,836
4,007,251
63,863
1,385
65,248
135,178
1,385
136,563
2,788,463
4,143,814
285,025
754,665
112,899
-
43,095
1,195,683
264,064
804,745
89,718
15,000
15,836
1,189,363
208,346
14,382
222,728
143,808
15,452
159,260
1,418,411
1,348,623
1,370,052
2,795,191
18
19
18,573,586
1,313,011
(240,656)
(18,275,889)
18,573,586
562,265
(311,049)
(16,029,612)
1,370,052
2,795,190
The above statement of financial position should be read in conjunction with the accompanying notes
17
icetana Limited
Consolidated statement of changes in equity
For the year ended 30 June 2021
Issued
capital
Foreign
currency
translation
reserve
Share
based
payments
reserve
Accumulate
d losses
Non-
controlling
interest
Total
equity
$
$
$
$
$
$
Balance at 1 July 2019
13,767,127
(135,833)
Profit after income tax expense for the
year
Other comprehensive income for the year,
net of tax
Total comprehensive income for the year
-
-
-
-
(28,255)
(28,255)
Transactions with owners in their capacity as owners:
Shares issued
Share issue costs
Share-based payments
Balance at 30 June 2020
6,119,654
(1,313,195)
-
-
-
-
-
-
-
-
726,354
(12,819,874)
(341,992)
469,428
(3,209,738)
-
52,089
(3,157,649)
(21,146)
(49,401)
(3,209,738)
30,943
(3,207,051)
-
-
-
-
6,119,654
(1,313,195)
726,354
18,573,586
(164,088)
726,354
(16,029,612)
(311,049)
2,795,190
Issued
capital
Foreign
currency
translation
reserve
Share
based
payments
reserve
Accumulate
d losses
Non-
controlling
interest
Total
equity
$
$
$
$
$
$
Balance at 1 July 2020
18,573,586
(164,088)
726,354
(16,029,612)
(311,049)
2,795,190
Profit after income tax expense for the
year
Other comprehensive income for the year,
net of tax
-
-
-
197,971
-
-
(2,246,278)
-
23,408
(2,222,870)
46,985
244,956
Total comprehensive income for the year
-
197,971
-
(2,246,278)
70,393
(1,977,913)
Transactions with owners in their capacity as owners:
Shares issued
Share issue costs
Share-based payments
Balance at 30 June 2021
-
-
-
-
-
-
-
-
- -
-
-
-
-
552,774
552,774
-
-
18,573,586
33,883
1,279,128
(18,275,890)
(240,656)
1,370,051
The above statement of changes in equity should be read in conjunction with the accompanying notes
18
icetana Limited
Consolidated statement of cash flows
For the year ended 30 June 2021
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Income tax refund
Net cash from operating activities
Cash flows from investing activities
Payments for property, plant and equipment
Proceeds on disposal of property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities
Proceeds from share issue
Share issue costs
Reduction in finance lease principal
Net cash used in financing activities
Note 30 Jun 2021 30 Jun 2020
$
$
2,123,064
(3,994,609)
1,390,964
(5,387,440)
(1,871,545)
(3,996,476)
4,817
836,097
11,331
1,061,397
(1,030,632)
(2,923,748)
(37,858)
11,847
(30,295)
-
(26,011)
(30,295)
-
-
(91,182)
6,119,654
(705,540)
(102,311)
(91,182)
5,311,803
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
(1,147,826)
2,641,715
244,957
2,357,760
333,356
(49,401)
Cash and cash equivalents at the end of the financial year 8
1,738,846
2,641,715
The above statement of cash flows should be read in conjunction with the accompanying notes
19
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies
have been consistently applied to all the years presented, unless otherwise stated.
New or amended Accounting Standards and Interpretations adopted
The Consolidated Entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate
for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board ('IASB').
Going Concern
During the year the Consolidated Entity continued to incur losses although reduced from the prior year as a result of lower
operating expenses and as there was an increase in revenue and and Government stimulus for COVID-19. For the year
ended 30 June 2021, the Consolidated Entity incurred a loss from continuing operations after tax of $2,222,870 (30 June
2020: $3,157,649). In the same period the consolidated entity had operating cash outflows of $1,030,632 (year ended 30
June 2020: $2,939,584).
Notwithstanding these matters, the consolidated financial statements have been prepared on a going concern basis. The
Directors consider this to be appropriate for the following reasons:
the projected cash flow through the renewal of existing customers and the addition of new customer orders;
the ability to reduce operating cash outflows dependent on the addition of new customer orders;
access to capital markets, should funding be required, for the Consolidated Entity to continue to execute against its
business plan in the medium term.
The Directors have a reasonable expectation that existing cash, additional inflows from sales to existing customers and the
R&D rebate recognised at year end will be sufficient to sustain operations for a period of not less than 12 months from the
date of signing the financial report. Furthermore, the Consolidated Entity has the ability to adjust its cash flows to ensure that
it can pay its debts as and when they fall due.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the
revaluation of financial assets and liabilities at fair value through profit or loss.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Consolidated Entity's accounting policies. The areas
involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the
financial statements, are disclosed in note 2.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the Consolidated Entity only.
Supplementary information about the parent entity is disclosed in note 27.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of icetana Limited ('company'
or 'parent entity') as at 30 June 2021 and the results of all subsidiaries for the year then ended. icetana Limited and its
subsidiaries together are referred to in these financial statements as the 'Consolidated Entity'.
Subsidiaries are all those entities over which the Consolidated Entity has control. The Consolidated Entity controls an entity
when the Consolidated Entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the
20
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
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 Consolidated Entity. They are de-consolidated from the date that control
ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Consolidated Entity are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the Consolidated Entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration
transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable
to the parent.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and
other comprehensive income, statement of financial position and statement of changes in equity of the Consolidated Entity.
Losses incurred by the Consolidated Entity are attributed to the non-controlling interest in full, even if that results in a deficit
balance.
Where the Consolidated Entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and
non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The
Consolidated Entity recognises the fair value of the consideration received and the fair value of any investment retained
together with any gain or loss in profit or loss.
Operating segments
Operating segments are presented using the 'management approach', where the information presented is on the same basis
as the internal reports to the Board. The Board is responsible for the allocation of resources to operating segments and
assessing their performance.
Foreign currency translation
The financial statements are presented in Australian dollars, which is icetana Limited's functional and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation
at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in
profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting
date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange
rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences
are recognised in other comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.
Revenue recognition
The Consolidated Entity recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Consolidated Entity is expected to be entitled
in exchange for transferring goods or services to a customer. For each contract with a customer, the Consolidated Entity:
identifies the contract with a customer; identifies the performance obligations in the contract; determines the transaction price
which takes into account estimates of variable consideration and the time value of money; allocates the transaction price to
the separate performance obligations on the basis of the relative stand-alone selling price of each distinct good or service to
21
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the
transfer to the customer of the goods or services promised.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts,
rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates
are determined using either the 'expected value' or 'most likely amount' method. The measurement of variable consideration
is subject to a constraining principle whereby revenue will only be recognised to the extent that it is highly probable that a
significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues
until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject
to the constraining principle are recognised as a refund liability.
Sale of goods
Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods, which is
generally at the time of implementation.
Rendering of services
Revenue from a contract to provide services is recognised over time as the services are rendered based on either a fixed
price or an hourly rate.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the
net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Government grants
Government grants relating to costs are deferred and recognised in profit or loss over the period necessary to match them
with the costs that they are intended to compensate.
Government grants are netted off against the expenditure to which they relate.
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the
assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a
●
transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor
taxable profits; or
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable
future.
●
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax
assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the
carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable
that there are future taxable profits available to recover the asset.
22
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which intend to settle simultaneously.
icetana Limited does not have any wholly-owned Australian subsidiaries and has not formed an income tax consolidated
group under the tax consolidation regime.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
Consolidated Entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within
12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used
to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the Consolidated Entity's normal operating cycle;
it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities
are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value. For the statement of cash flows presentation purposes, cash
and cash equivalents also includes bank overdrafts, which are shown within borrowings in current liabilities on the statement
of financial position.
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30
days.
The Consolidated Entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime
expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days
overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Contract assets
Contract assets are recognised when the Consolidated Entity has transferred goods or services to the customer but where
the Consolidated Entity is yet to establish an unconditional right to consideration. Contract assets are treated as financial
assets for impairment purposes.
Customer acquisition costs
Customer acquisition costs are capitalised as an asset where such costs are incremental to obtaining a contract with a
customer and are expected to be recovered. Customer acquisition costs are amortised on a straight-line basis over the term
of the contract.
Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained or which are not
otherwise recoverable from a customer are expensed as incurred to profit or loss. Incremental costs of obtaining a contract
where the contract term is less than one year is immediately expensed to profit or loss.
Customer fulfilment costs
23
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
Customer fulfilment costs are capitalised as an asset when all the following are met: (i) the costs relate directly to the contract
or specifically identifiable proposed contract; (ii) the costs generate or enhance resources of the Consolidated Entity that will
be used to satisfy future performance obligations; and (iii) the costs are expected to be recovered. Customer fulfilment costs
are amortised on a straight-line basis over the term of the contract.
Right of return assets
Right of return assets represents the right to recover inventory sold to customers and is based on an estimate of customers
who may exercise their right to return the goods and claim a refund. Such rights are measured at the value at which the
inventory was previously carried prior to sale, less expected recovery costs and any impairment.
Inventories
Raw materials, work in progress and finished goods are stated at the lower of cost and net realisable value on a 'first in first
out' basis. Cost comprises of direct materials and delivery costs, direct labour, import duties and other taxes, an appropriate
proportion of variable and fixed overhead expenditure based on normal operating capacity, and, where applicable, transfers
from cash flow hedging reserves in equity. Costs of purchased inventory are determined after deducting rebates and
discounts received or receivable.
Stock in transit is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of
rebates and discounts received or receivable.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion
and the estimated costs necessary to make the sale.
Derivative financial instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value at each reporting date. The accounting for subsequent changes in fair value depends on
whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.
Cash flow hedges
Cash flow hedges are used to cover the Consolidated Entity's exposure to variability in cash flows that is attributable to
particular risks associated with a recognised asset or liability or a firm commitment which could affect profit or loss. The
effective portion of the gain or loss on the hedging instrument is recognised in other comprehensive income through the cash
flow hedges reserve in equity, whilst the ineffective portion is recognised in profit or loss. Amounts taken to equity are
transferred out of equity and included in the measurement of the hedged transaction when the forecast transaction occurs.
Cash flow hedges are tested for effectiveness on a regular basis both retrospectively and prospectively to ensure that each
hedge is highly effective and continues to be designated as a cash flow hedge. If the forecast transaction is no longer
expected to occur, the amounts recognised in equity are transferred to profit or loss.
If the hedging instrument is sold, terminated, expires, exercised without replacement or rollover, or if the hedge becomes
ineffective and is no longer a designated hedge, the amounts previously recognised in equity remain in equity until the
forecast transaction occurs.
Non-current assets or disposal groups classified as held for sale
Non-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be recovered
principally through a sale transaction rather than through continued use. They are measured at the lower of their carrying
amount and fair value less costs of disposal. For non-current assets or assets of disposal groups to be classified as held for
sale, they must be available for immediate sale in their present condition and their sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets of disposal
groups to fair value less costs of disposal. A gain is recognised for any subsequent increases in fair value less costs of
disposal of a non-current assets and assets of disposal groups, but not in excess of any cumulative impairment loss
previously recognised.
Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses
attributable to the liabilities of assets held for sale continue to be recognised.
24
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
Non-current assets classified as held for sale and the assets of disposal groups classified as held for sale are presented
separately on the face of the statement of financial position, in current assets. The liabilities of disposal groups classified as
held for sale are presented separately on the face of the statement of financial position, in current liabilities.
Associates
Associates are entities over which the Consolidated Entity has significant influence but not control or joint control.
Investments in associates are accounted for using the equity method. Under the equity method, the share of the profits or
losses of the associate is recognised in profit or loss and the share of the movements in equity is recognised in other
comprehensive income. Investments in associates are carried in the statement of financial position at cost plus post-
acquisition changes in the Consolidated Entity's share of net assets of the associate. Goodwill relating to the associate is
included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. Dividends
received or receivable from associates reduce the carrying amount of the investment.
When the Consolidated Entity's share of losses in an associate equals or exceeds its interest in the associate, including any
unsecured long-term receivables, the Consolidated Entity does not recognise further losses, unless it has incurred obligations
or made payments on behalf of the associate.
The Consolidated Entity discontinues the use of the equity method upon the loss of significant influence over the associate
and recognises any retained investment at its fair value. Any difference between the associate's carrying amount, fair value
of the retained investment and proceeds from disposal is recognised in profit or loss.
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at
either amortised cost or fair value depending on their classification. Classification is determined based on both the business
model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an
accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the
Consolidated Entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable
expectation of recovering part or all of a financial asset, its carrying value is written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as
financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where
they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii)
designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the Consolidated Entity
intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition.
Impairment of financial assets
The Consolidated Entity recognises a loss allowance for expected credit losses on financial assets which are either measured
at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon
the Consolidated Entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk
has increased significantly since initial recognition, based on reasonable and supportable information that is available, without
undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit
loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a
default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is
determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit
25
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of
anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is
recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss
allowance reduces the asset's carrying value with a corresponding expense through profit or loss.
Property, plant and equipment
Land and buildings are shown at fair value, based on periodic, at least every 3 years, valuations by external independent
valuers, less subsequent depreciation and impairment for buildings. The valuations are undertaken more frequently if there
is a material change in the fair value relative to the carrying amount. Any accumulated depreciation at the date of revaluation
is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the
asset. Increases in the carrying amounts arising on revaluation of land and buildings are credited in other comprehensive
income through to the revaluation surplus reserve in equity. Any revaluation decrements are initially taken in other
comprehensive income through to the revaluation surplus reserve to the extent of any previous revaluation surplus of the
same asset. Thereafter the decrements are taken to profit or loss.
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment
(excluding land) over their expected useful lives as follows:
Buildings
Leasehold improvements
Plant and equipment
40 years
3-10 years
3-7 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the assets,
whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the
Consolidated Entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
Any revaluation surplus reserve relating to the item disposed of is transferred directly to retained profits.
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful
life of the asset, whichever is the shorter. Where the Consolidated Entity expects to obtain ownership of the leased asset at
the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or
adjusted for any remeasurement of lease liabilities.
The Consolidated Entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-term
leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to
profit or loss as incurred.
Intangible assets
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at
the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible
assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are
26
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising
from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying
amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in
the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or
period.
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment,
or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less
accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed.
Research and development
Research costs are expensed in the period in which they are incurred. Development costs are capitalised when it is probable
that the project will be a success considering its commercial and technical feasibility; the Consolidated Entity is able to use
or sell the asset; the Consolidated Entity has sufficient resources and intent to complete the development; and its costs can
be measured reliably. Capitalised development costs are amortised on a straight-line basis over the period of their expected
benefit, being their finite life of 10 years.
Patents and trademarks
Significant costs associated with patents and trademarks are deferred and amortised on a straight-line basis over the period
of their expected benefit, being their finite life of ten years.
Customer contracts
Customer contracts acquired in a business combination are amortised on a straight-line basis over the period of their
expected benefit, being their finite life of five years.
Software
Significant costs associated with software are deferred and amortised on a straight-line basis over the period of their expected
benefit, being their finite life of five years.
Impairment of non-financial assets
Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually
for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-
financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its
recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the
present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or
cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to
form a cash-generating unit.
Trade and other payables
These amounts represent liabilities for goods and services provided to the Consolidated Entity prior to the end of the financial
year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
Contract liabilities
Contract liabilities represent the Consolidated Entity's obligation to transfer goods or services to a customer and are
recognised when a customer pays consideration, or when the Consolidated Entity recognises a receivable to reflect its
unconditional right to consideration (whichever is earlier) before the Consolidated Entity has transferred the goods or services
to the customer.
Refund liabilities
Refund liabilities are recognised where the Consolidated Entity receives consideration from a customer and expects to refund
some, or all, of that consideration to the customer. A refund liability is measured at the amount of consideration received or
receivable for which the Consolidated Entity does not expect to be entitled and is updated at the end of each reporting period
27
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
for changes in circumstances. Historical data is used across product lines to estimate such returns at the time of sale based
on an expected value methodology.
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They
are subsequently measured at amortised cost using the effective interest method.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the statement
of financial position, net of transaction costs.
On the issue of the convertible notes the fair value of the liability component is determined using a market rate for an
equivalent non-convertible bond and this amount is carried as a non-current liability on the amortised cost basis until
extinguished on conversion or redemption. The increase in the liability due to the passage of time is recognised as a finance
cost. The remainder of the proceeds are allocated to the conversion option that is recognised and included in shareholders
equity as a convertible note reserve, net of transaction costs. The carrying amount of the conversion option is not remeasured
in the subsequent years. The corresponding interest on convertible notes is expensed to profit or loss.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present
value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the Consolidated Entity's incremental borrowing rate. Lease payments comprise of
fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts
expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is
reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on
an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured
if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual
guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an
adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset
is fully written down.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in
the period in which they are incurred.
Provisions
Provisions are recognised when the Consolidated Entity has a present (legal or constructive) obligation as a result of a past
event, it is probable the Consolidated Entity will be required to settle the obligation, and a reliable estimate can be made of
the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to
settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation.
If the time value of money is material, provisions are discounted using a current pre-tax rate specific to the liability. The
increase in the provision resulting from the passage of time is recognised as a finance cost.
Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be
settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities
are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments to be made in respect of services provided by employees up to
the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels,
28
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
experience of employee departures and periods of service. Expected future payments are discounted using market yields at
the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated
future cash outflows.
Share-based payments
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the
rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash
is determined by reference to the share price.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using
either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option,
the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend
yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine
whether the Consolidated Entity receives the services that entitle the employees to receive payment. No account is taken of
any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting
period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate
of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit
or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous
periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the
Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was
granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:
●
during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the
expired portion of the vesting period.
from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the
reporting date.
●
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to
settle the liability.
Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market conditions
are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are
satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An
additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value
of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the Consolidated Entity or employee, the failure to satisfy the condition is
treated as a cancellation. If the condition is not within the control of the Consolidated Entity or employee and is not satisfied
during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the
award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense
is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award
is treated as if they were a modification.
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair
value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
29
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
between market participants at the measurement date; and assumes that the transaction will take place either: in the principal
market; or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming
they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and
best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to
measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable
inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the
significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers
between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value
measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not
available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and
reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is
undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where
applicable, with external sources of data.
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Dividends
Dividends are recognised when declared during the financial year and no longer at the discretion of the company.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Icetana Limited, excluding any costs
of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the
financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
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.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of
the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities
which are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.
30
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 1. Significant accounting policies (continued)
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory,
have not been early adopted by the Consolidated Entity for the annual reporting period ended 30 June 2021. The
Consolidated Entity has not yet assessed the impact of these new or amended Accounting Standards and Interpretations,
most relevant to the Consolidated Entity.
Note 2. Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that
affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in
relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates
and assumptions on historical experience and on other various factors, including expectations of future events,
management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will
seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next
financial year are discussed below.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have,
on the Consolidated Entity based on known information. This consideration extends to the nature of the products and services
offered, customers, supply chain, staffing and geographic regions in which the Consolidated Entity operates. Other than as
addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements
or any significant uncertainties with respect to events or conditions which may impact the Consolidated Entity unfavourably
as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic.
Share-based payment transactions
The Consolidated Entity measures the cost of equity-settled transactions with employees by reference to the fair value of the
equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-
Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting
estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts
of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. Refer to note 22 for
further information.
Revenue from contracts with customers involving sale of goods
When recognising revenue in relation to the sale of goods to customers, the key performance obligation of the Consolidated
Entity is considered to be the point of delivery of the goods to the customer, as this is deemed to be the time that the customer
obtains control of the promised goods and therefore the benefits of unimpeded access.
Determination of variable consideration
Judgement is exercised in estimating variable consideration which is determined having regard to past experience with
respect to the goods returned to the Consolidated Entity where the customer maintains a right of return pursuant to the
customer contract or where goods or services have a variable component. Revenue will only be recognised to the extent
that it is highly probable that a significant reversal in the amount of cumulative revenue recognised under the contract will
not occur when the uncertainty associated with the variable consideration is subsequently resolved.
Estimation of useful lives of assets
The Consolidated Entity determines the estimated useful lives and related depreciation and amortisation charges for its
property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of
technical innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are
less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will
be written off or written down.
31
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 2. Critical accounting judgements, estimates and assumptions (continued)
Impairment of non-financial assets other than goodwill and other indefinite life intangible assets
The Consolidated Entity assesses impairment of non-financial assets other than goodwill and other indefinite life intangible
assets at each reporting date by evaluating conditions specific to the Consolidated Entity and to the particular asset that may
lead to impairment. If an impairment trigger exists, the recoverable amount of the asset is determined. This involves fair value
less costs of disposal or value-in-use calculations, which incorporate a number of key estimates and assumptions.
Income tax
The Consolidated Entity is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required
in determining the provision for income tax. There are many transactions and calculations undertaken during the ordinary
course of business for which the ultimate tax determination is uncertain. The Consolidated Entity recognises liabilities for
anticipated tax audit issues based on the Consolidated Entity's current understanding of the tax law. Where the final tax
outcome of these matters is different from the carrying amounts, such differences will impact the current and deferred tax
provisions in the period in which such determination is made.
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only if the Consolidated Entity considers it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
Lease term
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability. Judgement
is exercised in determining whether there is reasonable certainty that an option to extend the lease or purchase the underlying
asset will be exercised, or an option to terminate the lease will not be exercised, when ascertaining the periods to be included
in the lease term. In determining the lease term, all facts and circumstances that create an economical incentive to exercise
an extension option, or not to exercise a termination option, are considered at the lease commencement date. Factors
considered may include the importance of the asset to the Consolidated Entity's operations; comparison of terms and
conditions to prevailing market rates; incurrence of significant penalties; existence of significant leasehold improvements;
and the costs and disruption to replace the asset. The Consolidated Entity reassesses whether it is reasonably certain to
exercise an extension option, or not exercise a termination option, if there is a significant event or significant change in
circumstances.
Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to discount
future lease payments to measure the present value of the lease liability at the lease commencement date. Such a rate is
based on what the Consolidated Entity estimates it would have to pay a third party to borrow the funds necessary to obtain
an asset of a similar value to the right-of-use asset, with similar terms, security and economic environment.
Employee benefits provision
As discussed in note 1, the liability for employee benefits expected to be settled more than 12 months from the reporting
date are recognised and measured at the present value of the estimated future cash flows to be made in respect of all
employees at the reporting date. In determining the present value of the liability, estimates of attrition rates and pay increases
through promotion and inflation have been taken into account.
32
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 3. Operating segments
Identification of reportable operating segments
The Board assess the Consolidated Entity’s performance based on geographical areas of operation. Accordingly, the
Consolidated Entity has identified 3 reportable segments, which are presented below:
Segment
Asia Pacific (APAC)
North America (NA)
Information
Responsible for all sales, marketing and product development efforts in Australia
and the broader Asia Pacific region
Responsible for all sales and marketing efforts in the United States and Canada
Europe, Middle East & Africa (EMEA) Responsible for all sales and marketing efforts in Europe, the Middle East and
Africa
Cost of revenue (included in EBITDA) are all the costs directly attributable to the ongoing delivery of the product. Sales and
marketing costs include direct in-country costs. A portion of general and administration costs, representing general operating
and product development expenses, remain unallocated in determining the segment contribution presented by the Board.
The assets and liabilities of the Consolidated Entity are reported and reviewed by the Board in total and are not allocated by
operating segment. Operating segment assets and liabilities are therefore not disclosed.
Operating segment information
Note
APAC
$
NA
$
EMEA
$
Total
$
Consolidated - 30 June
2021
Revenue
Sales to external customers
Intersegment sales
Total sales revenue
Intersegmental eliminations
Interest revenue
Other revenue
Total segment revenue
EBITDA
Depreciation and
amortisation
Interest revenue
Finance costs
Profit before income tax
expense
Income tax expense
Profit after income tax
expense
5
6
882,067
341,975
167,266
-
437,170
-
1,486,503
341,975
1,224,043
(341,975)
4,817
444,636
1,331,520
167,266
-
-
-
167,266
437,170
-
-
-
437,170
1,828,479
(341,975)
4,817
444,636
1,935,956
(2,695,240)
(119,607)
19,569
(1,231)
(35,944)
(22,190)
(2,711,615)
(143,027)
4,817
-
(2,810,030)
-
-
18,338
-
-
4,817
-
(58,134)
(2,849,826)
626,957
(2,183,073)
-
18,338
-
(58,134)
626,957
(2,222,870)
33
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 3. Operating Segments (continued)
Note 3. Operating segments (continued)
Consolidated – 30 June 2020
Revenue
Sales to external customers
Intersegment sales
Total sales revenue
Intersegment eliminations
Other revenue
Interest revenue
Total segment revenue
EBITDA
Depreciation and amortisation
Interest revenue
Finance costs
Profit before income tax expense
Income tax expense
Profit after income tax expense
Note 4. Revenue
APAC
$
NA
$
EMEA
$
Total
$
533,210
335,058
868,268
182,000
11,331
1,061,599
(3,282,927)
(106,277)
11,331
-
(3,377,873)
709,141
(2,668,732)
197,543
-
197,543
(89,578)
450,343
-
450,343
(245,480)
-
107,965
-
204,863
1,181,096
335,058
1,516,153
(335,058)
182,000
11,331
1,374,427
(284,915)
(2,720)
-
-
(287,635)
-
(287,635)
(172,581)
(28,701)
-
-
(201,282)
-
(201,282)
(3,740,423)
(137,698)
11,331
-
(3,866,790)
709,141
(3,157,649)
Disaggregation of revenue
The disaggregation of revenue from contracts with customers is as follows:
Consolidated
Types of revenue and other income
Recurring revenue
Enterprise revenue
Total sales revenue
Geographical regions
APAC
NA
EMEA
Revenue by industry
Education
Retail
Commercial and other
2021
$
2020
$
932,857
553,646
1,486,503
882,067
167,266
437,170
1,486,503
302,541
712,176
471,787
1,486,503
704,345
476,751
1,181,096
533,210
197,543
450,343
1,181,096
307,432
514,275
359,389
1,181,096
34
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 5. Other income
Government stimulus for COVID-19
Grant income
Total other income
Note 6. Other expenses
Insurance
Legal fees
Rent and outgoings
Travel
Other
Total other expenses
Note 7. Income tax expense
R&D tax incentive income
Current tax
Deferred tax
Aggregate income tax expense
30 Jun 2021 30 Jun 2020
$
$
407,000
37,636
182,000
-
444,636
182,000
119,591
39,603
14,694
31,666
288,597
121,440
46,360
96,775
232,233
245,557
494,150
742,365
(626,957)
-
-
(709,141)
-
-
(626,957)
(709,141)
Numerical reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
(2,849,826)
(3,866,790)
Tax at the statutory rate of 26% (2020: 27.5%)
Tax effect of R&D tax incentive income
Tax effect of permanent differences
Tax effect of temporary differences
Tax losses unrecognised / (recouped)
Aggregate income tax expense
(740,954)
(1,063,367)
(163,009)
451,175
(21,839)
(152,330)
(195,014)
478,667
(43,129)
113,703
(626,957)
(709,141)
(a) The Company has revenue losses of approximately $8,079,255 (2020: $6,920,520) for which no deferred tax asset has
been recognised.
(b) The Company has no franking credits currently available for future offset.
35
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 8. Current assets - cash and cash equivalents
Cash at bank
Cash on deposit
Total current assets
Note 9. Current assets – trade and other receivables
Trade receivables
Sundry debtors
Total trade and other receivables
The ageing of trade receivables is as follows:
Not overdue
0 to 3 months overdue
3 to 6 months overdue
Total trade receivables
30 Jun 2021 30 Jun 2020
$
$
1,713,847
25,000
2,548,741
92,974
1,738,847
2,641,715
329,527
880
476,166
46,166
330,408
522,332
3,798
17,118
308,611
73,188
101,640
301,338
329,527
476,166
The Consolidated Entity has increased its monitoring of debt recovery as there is an increased probability of customers
delaying payment or being unable to pay, due the Coronavirus (COVID-19) pandemic.
There is no allowance for expected credit losses due to the nature of revenue transactions and current limited number of
customers meaning that all customers can individually be reviewed for potential debt issues.
Since 30 June 2021, $281,927 of the $308,611 ‘3 to 6 months overdue’ portion has been received. The remaining balance
has been assessed and is considered receivable.
Note 10. Prepayments
Prepaid insurance
Other prepayments
Total prepayments
64,428
43,013
72,263
45,965
107,441
118,228
36
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 11. Non-current assets - property, plant and equipment
Structural improvements - at cost
Less: Accumulated depreciation
Computers & office equipment - at cost
Less: Accumulated depreciation
Low value pool - at cost
Less: Accumulated depreciation
Total property, plant and equipment
30 Jun 2021 30 Jun 2020
$
$
-
-
-
77,244
(5,753)
71,491
225,733
(161,924)
63,809
240,248
(176,721)
63,527
368
(314)
54
679
(519)
160
63,863
135,178
Reconciliations
Reconciliations of the written down values at the beginning and end of the current financial year are set out below:
Balance at 30 June 2021
-
63,809
54
63,863
Consolidated
Balance at 1 July 2020
Additions
Disposals
Depreciation expense
Consolidated
Balance at 1 July 2019
Additions
Disposals
Depreciation expense
$
$
Structural
improvements
Computer & Low value
Office
Equipment
$
pool
$
71,491
-
(71,327)
(164)
63,527
37,858
(13,261)
(24,315)
160
-
-
(106)
Structural
improvements
Computer & Low value
Office
Equipment
$
pool
$
73,422
-
-
(1,931)
63,527
30,295
(3,261)
(40,271)
322
-
-
(162)
Total
$
135,178
37,858
(84,588)
(24,585)
Total
$
150,509
30,295
(3,261)
(42,365)
Balance at 30 June 2020
71,491
63,527
160
135,178
37
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 12. Trade and other payables
Trade payables
PAYG withholding payable
Accrued expenses
Net GST/VAT (refundable) / payable
Sundry creditors
Total trade and other payables
Note 13. Unearned revenue
Current – unearned revenue
Non-current – unearned revenue
Total unearned revenue
Unearned revenue by segment:
Current – unearned revenue
Non-current – unearned revenue
Note 14. Employee provisions
Provision for annual leave
Provision for long service leave
Provision for employee entitlements
Current employee provisions
Provision for long service leave
Non-current employee provisions
Note 15. Provisions
Lease make good
Total provisions
30 Jun 2021
$
30 Jun 2020
$
125,544
38,457
117,162
(5,084)
8,946
128,515
40,097
92,906
(9,324)
11,869
285,025
264,064
754,665
208,346
804,745
143,808
963,010
948,553
APAC
282,254
22,387
NA
159,824
185,959
EMEA
312,586
-
Total
754,665
208,346
304,641
345,783
312,586
963,010
84,322
-
28,577
77,363
-
12,355
112,899
89,718
14,382
15,452
14,382
15,452
-
-
15,000
15,000
The one-off provision in the prior year represented the present value of estimated costs to make good the Australian
premises leased by the Consolidated Entity at the end of the lease term.
38
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 16. Right-of-use assets
Cost
Accumulated depreciation
Carrying value
Note 17. Lease liabilities
Current liabilities
Total lease liabilities
30 Jun 2021 30 Jun 2020
$
$
141,008
(97,913)
83,152
(67,316)
43,095
15,836
43,095
15,836
43,095
15,836
The Consolidated Entity leases its operating premises. The current lease for the Australian premises is a nine month contract
from 1 April 2021 to 31 December 2021, and will continue on a month on month basis thereafter.
A lease was renewed for the office in Dubai (for EMEA operations) during the year. This lease expires in February 2022 and
is represented by the lease liability above.
Note 18. Equity - Issued capital
Ordinary shares – fully paid
A Class Preference Shares
B Class Preference Shares
C Class Preference Shares
Share issue costs
Total
30 Jun 2021 30 Jun 2020 30 Jun 2021 30 Jun 2020
Shares
Shares
$
$
137,040,093 137,040,093 19,886,781 19,886,781
-
-
-
-
-
-
137,040,093 137,040,093 19,886,781 19,886,781
-
-
-
-
-
-
(1,313,195)
(1,313,195)
18,573,586
18,573,586
39
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 18. Equity – Issued capital (continued)
Movements in ordinary share capital
Details
Opening Balance
Date
Shares
Issue price
$
1 July 2018
5,023,339
13,717,127
Issue of C Class Preference Shares
20 July 2018
21,123
50,000
Balance
30 June 2019
5,044,462
13,767,127
Conversion of Convertible Notes
Shares issued on exercise of options (post-split)
Share split of ordinary shares
Share split of A Class Preference Shares
Share split of B Class Preference Shares
Share split of C Class Preference Shares
Share issued on IPO
Share issue costs (share based payments)
Share issue costs
18 December 2019
18 December 2019
18 December 2019
18 December 2019
18 December 2019
18 December 2019
18 December 2019
6,250,000
1,760,954
6,358,523
9,537,785
10,785,997
72,302,372
25,000,000
$0.160
$0.068
$0.200
1,000,000
119,654
-
-
-
-
5,000,000
(607,655)
(705,540)
Balance
30 June 2021
137,040,093
18,573,586
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion
to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company
does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each
share shall have one vote.
Share buy-back
There is no current on-market share buy-back.
Capital risk management
The Consolidated Entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that
it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to
reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated
as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the Consolidated Entity may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The Consolidated Entity would look to raise capital when an opportunity to invest in a business or company was seen as
value adding relative to the current company's share price at the time of the investment. The Consolidated Entity is not
actively pursuing additional investments in the short term as it continues to integrate and grow its existing businesses in
order to maximise synergies.
The Consolidated Entity is subject to certain financing arrangements covenants and meeting these is given priority in all
capital risk management decisions. There have been no events of default on the financing arrangements during the financial
year.
The Board manages the capital requirements of the Consolidated Entity on an ongoing basis.
40
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 19. Reserves
As at 30 June, the Consolidated Entity had the following reserve accounts:
(a) Foreign currency translation
(b) Performance rights
(c) Options
Total reserves
30 Jun 2021 30 Jun 2020
$
$
33,883
-
1,279,128
(164,089)
-
726,354
1,313,011
562,265
(a) Foreign currency translation
The foreign currency reserve is used to recognise exchange differences arising from the translation of the financial
statements of foreign operations to Australian dollars.
Opening balance
Movement
Closing balance
30 Jun 2021 30 Jun 2020
$
$
(164,089)
197,971
(135,833)
(28,256)
33,883
(164,089)
(b) Performance rights
The performance rights reserve is used to recognise expenses on valuations of performance rights. Performance rights will
be expensed upon vesting conditions being met (see vesting conditions below).
Details
Opening balance
Issued during the year
Expired during the year
Closing balance
30 Jun 2021 30 Jun 2020 30 Jun 2021 30 Jun 2020
Number
Number
$
$
3,000,000
-
(1,650,000)
-
3,000,000
-
1,350,000
3,000,000
-
-
-
-
-
-
(c) Options and Performance Rights
The option reserve is used to recognise expenses on valuation of share options. In accordance with AASB 2, the value of
options granted has been independently assessed.
Details
Opening balance
Issue of new ESIP options during the year
Options expired, or forfeited pursuant to leaver provisions
Expense recognised as existing ESIP options vest
Closing balance
Number
$
61,164,610
726,354
9,492,702
(11,858,698)
-
116,777
-
435,997
58,798,614
1,279,128
The Company expenses any valuation of the share options as they accrue over time. As at 30 June 2021, the Company
has recognised a cumulative employee share-based payment expense of $1,279,128 in relation to these options.
41
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 19. Reserves (continued)
Over the year the Company granted a total of 9,492,702 ESIP options to employees, consultants and directors of the
Consolidated Entity:
following shareholder approval at the 2020 Annual General Meeting, 5,642,702 options (series 2) were granted to
Matthew Macfarlane on 27 November 2020;
on 16 October 2020, 300,000 options (series 2) were granted to employees;
on 18 March 2021, 400,000 options (series 2) were granted to employees;
on 2 June 2021, 3,150,000 options (series 3) were granted to employees and consultants.
A further 468,870 options (series 3) will be granted subject to shareholder approval at the Annual General Meeting to
Deanna Carpenter.
One third of the above options will vest 12 months after their respective issue date, with the remaining two thirds of the
options vesting on a quarterly basis thereafter until two years after the end of year one.
During the year 11,858,698 options expired, or were forfeited under the leaver provisions of the ESIP.
In addition to the options, the Company has in issue 1,350,000 performance rights, with vesting conditions as follows:
Number
450,000
450,000
450,000
Vesting Conditions
$6m revenue in the 12-month audited period ending
31 December 2021
$10m revenue in the 12-month audited period ending
31 December 2022
Expiry Date
23 December 2024
23 December 2024
$12m revenue in the 12-month audited period ending
31 December 2024
23 December 2024
The fair value of the equity settled options/performance rights as at the date of grant using the Black-Scholes model taking
into account the terms and conditions upon which the options were granted is as follows:
Number
Grant Date
Expiry
Date
Exercise
Price
Fair value
at grant
date
Vesting
date
Value
Accrued
$
ESIP Options (series 3)
ESIP Options (series 2a)
ESIP Options (series 2b)
ESIP Options (series 2c)
ESIP Options (series 1)
Lead Broker Options
Performance Rights
3,150,000
12,686,272
2 Jun 25
2 Jun 21
1 May 20 31 Mar 24
300,000 16 Oct 20 31 Mar 24
400,000 18 Mar 21 31 Mar 24
6,635,906 20 Dec 19 30 Nov 23
5,626,436 18 Dec 19 23 Dec 22
1,350,000 18 Dec 19 23 Dec 24
$0.25
$0.25
$0.25
$0.25
$0.30
$0.30
Nil
$0.049 As above
$0.093 As above
$0.084 As above
$0.071 As above
$0.125 As above
$0.108 18 Dec 19
$0.200 As above
-
310,861
3,430
1,104
356,078
607,655
-
1,279,128
Dividend yields
Expected volatility
Risk-free interest rate
Expected life
Exercise price
Grant date share price
ESIP
ESIP
Lead broker
options
0%
100%
2.04%
3 years
$0.30
$0.20
options
series 1
0%
100%
2.04%
4 years
$0.30
$0.20
options
series 2a
0%
100%
0.41%
3.92 years
$0.25
$0.155
ESIP
options
series 2b
0%
120%
0.25%
3.46 years
$0.25
$0.13
ESIP
options
series 2c
0%
120%
0.25%
3.04 years
$0.25
$0.12
ESIP
options
series 3
0%
100%
0.25%
4 years
$0.25
$0.095
Performan
ce rights
0%
100%
2.04%
5 years
Nil
$0.20
42
icetana Limited
Notes to the financial statements
30 June 2021
Note 20. Earnings per share
Total comprehensive loss for the year:
Loss after income tax
Non-controlling interest
30 Jun 2021
$
30 Jun 2020
$
(2,048,307)
70,393
(3,237,994)
30,943
Loss after income tax attributable to the owners of icetana Limited
(1,977,913)
(3,207,051)
Basic earnings per share
Diluted earnings per share
Cents
Cents
(1.49)
(1.49)
(2.66)
(2.66)
Number
Number
Weighted average number of ordinary shares
Weighted average number of ordinary shares used in calculating basic loss per share
Adjustments for calculation of diluted loss per share:
Options over ordinary shares
137,040,093 121,707,136
Nil
Nil
Weighted average number of ordinary shares used in calculating diluted earnings per share 137,040,093 121,707,136
Note 21. Equity – non-controlling interest
Accumulated losses at the start of the year
Net (loss) / profit attributable to non-controlling members
Accumulated losses at the end of the year
Note 22. Equity – retained earnings
Retained losses at the beginning of the financial year
Loss after income tax expense for the year
Retained losses at the end of the financial year
Note 23. Dividends
There were no dividends declared or paid during the year.
43
30 Jun 2021 30 Jun 2020
$
$
(311,049)
70,393
(341,992
30,943
(240,656)
(311,049)
(16,029,612) (12,819,874)
(3,209,738)
(2,246,278)
(18,275,890) (16,029,612)
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 24. Financial instruments
Financial risk management objectives
The Consolidated Entity’s objective is to manage working capital so as to safeguard the Consolidated Entity’s ability to
continue as a going concern so that the Consolidated Entity can provide returns for shareholders.
The Consolidated Entity’s activities expose it to a variety of financial risks which may include market risk (including currency
risk, interest rate risk and price risk), credit risk and liquidity risk. The Consolidated Entity’s risk management program seeks
to minimise potential adverse effects on the financial performance of the Consolidated Entity.
Market risk
Foreign currency risk
The Consolidated Entity undertakes certain transactions denominated in foreign currencies, hence exposure to exchange
rate fluctuations.
The significant exposures are United States Dollar (USD), United Arab Emirates Dirham (AED) Singapore Dollar (SGD) and
British Pound (GBP) currency fluctuations.
Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities
denominated in a currency that is not the entity’s functional currency. The risk is managed using sensitivity analysis and
cash flow forecasting.
Interest rate risk
The Consolidated Entity’s exposure to interest rate risk is limited to fluctuations in the rate of interest earned or payable in
respect of cash balances as all other interest rates are fixed. Fluctuating interest rates are not expected to have a significant
impact on earnings or equity.
Price risk
The Consolidated Entity is not exposed to any significant price risk.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
Consolidated Entity. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying
amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to
the financial statements. The Consolidated Entity does not hold any collateral.
As disclosed in note 10, due to the Coronavirus (COVID-19) pandemic, the Consolidated Entity has increased its monitoring
of debt recovery as there is an increased probability of customers delaying payment or being unable to pay. The
Consolidated Entity does not have an allowance for expected loss due to the nature and small size of its customer base.
Customer renewals occurred when due during the year and material renewal receivables as at 30 June 2021 have been
received post year end.
Generally, trade receivables are written off when there is no reasonable explanation of recovery. Indicators of this include
the failure of a debtor to engage in a repayment plan, no active enforcement activity and a failure to make contractual
payments for a period greater than 1 year.
Liquidity risk
Vigilant liquidity risk management requires the Consolidated Entity to maintain sufficient liquid assets (mainly cash and cash
equivalents) to be able to pay debts as and when they become due and payable. There are no arranged available borrowing
facilities at reporting date due to the strong cash position.
The Consolidated Entity manages liquidity risk by maintaining adequate cash reserves (and would obtain available
borrowing facilities if deemed necessary) by continuously monitoring actual and forecast cash flows and matching maturity
profiles of financial assets and liabilities.
Financing arrangements
There are no borrowing facilities as at the reporting date.
44
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 24. Financial instruments (continued)
Remaining contractual maturities
The following tables detail the Consolidated Entity's remaining contractual maturity for its financial instrument liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which
the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as
remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial
position.
Weighted
average
interest rate
%
Weighted
average
interest rate
%
Consolidated – 2021
Trade payables
Insurance funding
Accrued expenses
R&D advance
Sundry creditors
Unearned revenue
Lease liability
Total
Consolidated – 2020
Trade payables
Insurance funding
Accrued expenses
R&D advance
Sundry creditors
Unearned revenue
Lease liability
Total
1 year or less
$
1 to 2 years
$
Over 2 years
$
125,544
-
117,162
-
8,946
754,665
43,095
1,049,412
-
-
-
-
-
186,857
-
186,857
-
-
-
-
-
21,489
-
21,489
1 year or less
$
1 to 2 years
$
Over 2 years
$
128,515
-
92,906
-
11,869
804,745
15,836
1,053,871
-
-
-
-
-
143,808
-
143,808
-
-
-
-
-
-
-
-
Remaining
contractual
maturities
$
125,544
-
117,162
-
8,946
963,010
43,095
1,257,757
Remaining
contractual
maturities
$
128,515
-
92,906
-
11,869
948,553
15,836
1,197,679
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed
above.
Fair value of financial instruments
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
Note 25. Contingent liabilities and contingent assets
There are no contingent assets or liabilities as at the reporting date.
45
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 26. Related party transactions
Parent entity
icetana Ltd is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 29.
Associates
There are no associates.
Key management personnel (KMP)
Any person(s) having authority and responsibility for planning, directing and controlling the activities of the Consolidated
Entity, directly or indirectly, including any elected member, are considered KMP. KMP are employed by the Consolidated
Entity under normal employment terms and conditions.
The aggregate compensation made to directors and other members of KMP of the Consolidated Entity is set out below:
Short-term employee benefits
Post-employment benefits
Long-term benefits
Share-based payments
30 Jun 2021 30 Jun 2020
$
$
678,289
50,657
3,580
444,796
990,065
78,579
6,593
107,449
1,177,322
1,182,686
Short-term employee benefits include salary, fringe benefits and cash bonuses awarded to KMP.
Post-employment benefits are the current year’s estimated cost of providing for the Consolidated Entity’s superannuation
contributions made during the year.
Long-term benefits represent annual leave and long service leave benefits accruing during the year.
Disclosures relating to key management personnel are also set out in remuneration report included in the directors’ report.
Transactions with related parties
The following transactions occurred with related parties:
Payment for goods and services:
Payment for legal services from HWL Ebsworth Lawyers (director-related entity of Deanne
Carpenter)
Payment for compliance advice from Scale Partners Pty Ltd (entity controlled by Rafael
Kimberley-Bowen)
Payment for rental space from Spacecubed (director-related entity of Matthew Macfarlane)
1,240
15,571
108,842
-
-
-
The Consolidated Entity’s main related parties are as follows:
KMP - as defined above
Other related parties – Any entity that is controlled by or over which KMP, or close family members of KMP, have
authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, are
considered related parties in relation to the Consolidated Entity.
Entities subject to significant influence by the Consolidated Entity – An entity that has the power to participate in the
financial and operating policy decisions of an entity, but does not have control over those policies, is an entity which
holds significant influence. Significant influence may be gained by share ownership, statute or agreement.
Terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates.
46
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 27. Remuneration of auditors
During the financial year the following fees were paid or payable for services rendered by Butler Settineri (Audit) Pty Ltd, the
auditor of the Consolidated Entity, its network firms and unrelated firms:
Audit services – Butler Settineri (Audit) Pty Ltd
Audit of the financial statements
Other services – Hermsley Unit Trust t/a Butler Settineri
Preparation of financial statements
Note 28. Parent entity information
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Loss after income tax
Total comprehensive income
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Reserves
Retained losses
Total equity
47
30 Jun 2021
$
30 Jun 2020
$
19,161
21,869
-
4,900
19,161
26,769
Parent
30 Jun 2021 30 Jun 2020
$
$
(2,183,073)
(2,668,733)
(2,183,073)
(2,668,733)
Parent
30 Jun 2021 30 Jun 2020
$
$
6,029,553
7,674,403
6,091,624
7,806,068
582,897
665,972
597,279
681,424
18,573,586 18,573,586
726,354
(14,358,369) (12,175,296)
1,279,128
5,494,345
7,124,644
icetana Limited
Notes to the financial statements
For the year ended 30 June 2021
Note 29. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly-owned
subsidiaries in accordance with the accounting policy described in note 1:
Name
icetana Inc
icetana Ltd
Principal place of business /
Country of incorporation
United States of America
United Kingdom
Ownership Interest
2021
%
100%
100%
2020
%
100%
100%
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiary with non-
controlling interests in accordance with the accounting policy described in note 1:
Name
Principal place of business /
Country of incorporation
Icetana Systems Software Trading LLC
United Arab Emirates (UAE)
Ownership Interest
2021
%
49%
2020
%
49%
The corporate regulations in the UAE require a local company to be a minimum 51% owned by a local UAE individual or
company. This is a common structure for foreign companies establishing UAE subsidiaries for trading purposes. Under the
structure, the Company’s local UAE representative, via a Management Agreement, provides control of corporate decisions
to the Company. LLC has no rights or ownership of the Company’s core intellectual property assets.
All subsidiaries have the same principal activities as the parent entity.
Note 30. Events after the reporting period
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has not been financially positive for the
Consolidated Entity up to 30 June 2021, it is not practicable to estimate the potential impact, positive or negative, after the
reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government
and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic
stimulus that may be provided.
No other matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect the
Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future financial
years.
48
icetana Limited
Notes to the financial statements
30 June 2021
Note 27. Earnings per share (continued)
Note 31. Reconciliation of profit after income tax to net cash from operating activities
Loss after income tax expense for the year
Adjustments for:
Depreciation and amortisation
Loss on disposal of assets
Share based payment expense
Income tax
Defit provision adjustment
Change in operating assets and liabilities
Decrease / (increase) in trade and other receivables
Decrease / (increase) in prepayments
Decrease / (increase) in inventory and other assets
Increase / (decrease) in trade and other payables
Increase / (decrease) in provisions
Increase / (decrease) in unearned revenue
Consolidated
30 Jun 2021 30 Jun 2020
$
$
(2,222,870)
(3,157,649)
143,027
72,741
552,774
209,140
(15,000)
191,924
10,787
(30,684)
20,961
22,111
14,457
137,698
16,031
118,699
352,256
-
27,869
33,687
9,788
(834,762)
(83,520)
424,484
Net cash from operating activities
(1,030,632)
(2,923,748)
49
icetana Limited
Directors' declaration
30 June 2021
In the directors' opinion:
●
●
●
the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard
AASB 134 'Interim Financial Reporting' and the Corporations Regulations 2001;
the attached financial statements and notes give a true and fair view of the Consolidated Entity’s financial position as
at 30 June 2021 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the Consolidated Entity will be able to pay its debts as and when they
become due and payable.
Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
On behalf of the directors
___________________________
Mark Potts
Non-Executive Chairman
26 August 2021
Perth, Western Australia
50
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ICETANA LIMITED
Report on the Financial Report
Opinion
We have audited the financial report of icetana Limited (“the Company”) and its
controlled entities (“the Group”), which comprises the consolidated statement of financial
position as at 30 June 2021, the consolidated statement of profit and loss and other
comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, and the directors’
declaration.
In our opinion,
(a)
the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
i) giving a true and fair view of the Group’s financial position as at 30 June
2021 and of its financial performance for the year then ended; and
ii) complying with Australian Accounting Standards and the Corporations
Regulations 2001.
Basis for Opinion
We have conducted our audit in accordance with Australian Auditing Standards. Our
responsibilities under
the Auditor’s
in
those Standards are
Responsibilities for the Audit of the Financial Report section of our report.
further described
We are independent of the Group in accordance with the auditor independence
requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (including Independence Standards) (the Code) that are
relevant to our audit of the financial report in Australia. We have also fulfilled our ethical
requirements in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001,
which has been given to the directors of the Company, would be in the same terms if
given to the directors as at the date of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most
significant in our audit of the financial report of the current period. These matters were
addressed in the context of our audit of the financial report, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
Key Audit Matter
Share Options
Refer note 19
the
the Group
year,
During
successfully issued various options of
which some have been exercised.
Revenue
Refer note 4
The Group recognizes revenue when
the performance obligation under the
sales contract
This
performance obligation is achieved
upon delivery of
the services or
implementations.
is achieved.
How we addressed the Key Audit Matter
included an
Our audit procedures
examination of share options
issued
during the year as shown in note 19. We
assessed whether or not share-based
payments should have been recognised in
relation to the Employee Share Incentive
Plan and assessed the assumptions used
share-based
the
in
payments.
We have reviewed the Group’s revenue
recognition policy for compliance with the
accounting standard AASB 15: Revenue
from Contracts with Customers (“AASB
15”).
calculation of
tests of control over
We performed
management’s internal control system as it
relates to revenue.
Research and Development Tax
Incentive
Refer note 7
and
estimates
Management utilise key assumptions,
judgements
in
determining the R&D Tax Incentive
disclosed in note 7 which is material to
the financial statements.
Deferred Taxation
Refer note 7
and
Management utilise key assumptions,
judgements
in
calculating the deferred tax disclosed in
note 1 which are material
the
financial statements.
estimates
to
audit
procedures
the
of
We performed detailed analytical and
substantive procedures to obtain evidence
as to the accuracy, completeness and
occurrence of revenue.
an
included
Our
evaluation
assumptions,
methodologies and conclusions used by
the Group in preparing the R&D Tax
Incentive application. We also focused on
the adequacy of financial report disclosures
regarding these assumptions as disclosed
at note 1.
audit
procedures
the
of
included
an
Our
evaluation
assumptions,
methodologies and conclusions used by
the Group in preparing their estimate of
deferred taxes. We also focused on the
adequacy of financial report disclosures
regarding these assumptions as disclosed
at note 1.
Other information
The directors are responsible for the other information. The other information comprises
the information in the Group’s annual report for the year ended 30 June 2021, but does
not include the financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly
we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially
inconsistent with the financial report or our knowledge obtained in the audit or otherwise
appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information; we are required to report that fact. We have
nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report
that gives a true and fair view in accordance with the Australian Accounting Standards
and the Corporations Act 2001 and for such internal control as the directors determine is
necessary to enable the preparation of the financial report that gives a true and fair view
and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either
intend to liquidate the Company or to cease operations, or have no realistic alternative
but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as
a whole is free from material misstatement, whether due to fraud or error and to issue
and auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of the financial
report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise
professional judgement and maintain professional scepticism throughout the audit. We
also:
Identify and assess risks of material misstatement of the financial report, whether
due to fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain and understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on
the Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the financial report or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause
the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report,
including the disclosures, and whether the financial report represents the underlying
transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of
the entities or business activities within the Group to express an opinion on the
financial report. We are responsible for the direction, supervision and performance
of the Group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, actions taken to eliminate threats or safeguards
applied.
From the matters communicated with the directors, we determine those matters that
were of most significant in the audit of the financial report of the current period and are
therefore key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to
outweigh public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included on pages 6 to 13 of the
directors’ report for the year ended 30 June 2021.
In our opinion, the Remuneration Report of icetana Limited and its controlled
entities, for the year ended 30 June 2021, complies with section 300A of the
Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation
of the Remuneration Report in accordance with section 300A of the Corporations
Act 2001.
Our responsibility is to express an opinion on the Remuneration Report, based on
our audit conducted in accordance with Australian Auditing Standards.
BUTLER SETTINERI (AUDIT) PTY LTD
ROBERT HALL CA
Director
Perth
Date: 26 August 2021
Corporate Governance
The Company believes corporate governance is a critical pillar on which business
objectives and, in turn, shareholder value must be built. The Board of icetana Limited
has adopted a suite of charters and key corporate governance documents which
articulate the policies and procedures followed by the Company.
These documents are available in the Corporate Governance section of the Company’s
website, https://icetana.com/corporate-governance/. These documents are reviewed to
address any changes in governance practices and the law.
The Company’s 2021 Corporate Governance Statement, which is current as at 30 June
2021 and has been approved by the Company’s Board, explains how icetana complies
with the ASX Corporate Governance Council’s ‘Corporate Governance Principles and
Recommendations – 4th Edition’ in relation to the year ended 30 June 2021. The
Corporate Governance Statement is available in the Corporate Governance section of the
Company’s website, https://icetana.com/corporate-governance/ and will be lodged with
ASX together with an Appendix 4G at the same time that this Annual Report is lodged.
In addition to the ASX Corporate Governance Council’s ‘Corporate Governance
Principles and Recommendations – 4th Edition’ the Board has taken into account a
number of important factors in determining its corporate governance policies and
procedures; including the:
• Relatively simple operations of the Company, which currently provides video analytics
solutions designed to automatically identify anomalous actions in real-time for large
scale surveillance networks
• Cost verses benefit of additional corporate governance requirements or processes;
• Size of the Board;
• Board’s experience in the technology sector;
• Organisational reporting structure and number of reporting functions, operational
divisions and employees;
• Relatively simple financial affairs with limited complexity and quantum;
• Relatively moderate market capitalisation and economic value of the entity; and
• Direct shareholder feedback.
ASX Additional Information
1. Twenty Largest Holders of Listed Securities
The names of the twenty largest holders of listed securities as at 7 October 2021
are listed below:
Name
Number of Ordinary Shares
%
1
2
3
4
5
6
7
8
9
10
Go Capital Tech Fund 2 Pty Ltd
Yuuwa Capital LP
Skiptan Pty Ltd
Curtin University
BNP Paribas Nominees Pty Ltd
Svetha Venkatesh
Darien Industries Pty Ltd
GE Equity Investments Pty Ltd
Dr Angie Natalie Pinto & Mr Douglas
Pinto
Mr Kenneth Alan Rising & Mrs Maria
Rising
Nullaki Services Pty Ltd
Kuppe Superannuation Fund Pty Ltd
Cadvantage Australia Pty Ltd
Citicorp Nominees Pty Limited
11
12= Mihai Lazarescu
12= Budhaditya Saha
12= Duc-Son Pham
15
16
17
18= Darien Industries Pty Ltd
18= Whitsunday 43 Yachts Pty Ltd
18= Dr Garry Desmond Garside & Mrs
Frances Sambrailo Garside
Total Top 20
Others
Total Ordinary Shares on Issue
39,550,195
32,974,528
14,455,042
9,718,940
2,102,210
1,304,222
1,200.098
1,200,000
1,108,470
28.86
24.06
10.55
7.09
1.53
0.95
0.88
0.88
0.81
1,000,000
0.73
924,649
791,041
791,041
791,041
651,046
520,809
509,605
500,000
500,000
500,000
0.67
0.58
0.58
0.58
0.48
0.38
0.37
0.36
0.36
0.36
111,092,937 81.07
18.93
137,040,093 100.00
25,947,156
2. Distribution of Equity Securities
An analysis of numbers of holders of shares by size of holding as at 7 October
2021 is listed below:
Holding Ranges
Holders
Ordinary Shares
% of Ordinary Shares
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
More than 100,000
Totals
21
110
132
269
84
616
3,808
393,996
1,149,129
10,548,780
124,994,380
137,040,093
0.00
0.29
0.84
7.70
91.17
100.00
There were 98 shareholdings with less than a marketable parcel.
3. Distribution of Unlisted Securities
An analysis of numbers of holders of options by size of holding as at 7 October
2021 is listed below:
Holding Ranges
Holders
Options
% of total options
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
More than 100,000
Totals
4. Voting Rights
0
1
3
36
41
81
0
4,167
26,666
1,944,674
56,323,107
58,298,614
0.00
0.01
0.05
3.34
96.61
100.00
Each ordinary share is entitled to vote when a poll is called, otherwise each
member present at a meeting or by proxy has one vote on a show of hands.
There are no voting rights attaching to any class of equity securities other than
shares.
5. Substantial shareholders
Substantial holders who have notified the Company in accordance with section
671B of the Corporations Act 2001 are as follows:
Holder Name
Number of Shares
% holding
Go Capital Tech Fund 2 Pty Ltd
Yuuwa Capital LP
Skiptan Pty Ltd
Curtin University
39,550,195
32,974,528
14,455,042
9,718,940
28.86
24.06
10.55
7.09
6. Unquoted Securities
Unlisted Options
Holder
Go Capital Tech Fund 2 Pty
Ltd
Yuuwa Capital LP
Dale Allan Bryan
Others (less than 20%)
Total
Total holders
Unlisted Options
Holder
Shareholder
Options
Exercisable at
$0.30
Exp. 18 Dec
2022
Shareholder
Options
Exercisable
at $0.50
Exp. 18 Dec
2024
Options
Exercisable
at $0.30
Exp 18 Dec
2022
5,005,222
5,005,222
-
4,675,465
-
5,319,313
4,675,465
-
5,319,313
15,000,000 15,000,000
38
38
-
4,272,030
1,354,406
5,626,436
6
ESIP Options
Exercisable at
$0.30
Exp. 30 Nov
2023
ESIP Options
Exercisable
at $0.25
Exp. 31 Mar
2024
ESIP Options
Exercisable
at $0.25
Exp. 2 Jun
2025
Matthew Macfarlane
Darien Industries Pty Ltd
Rafael Kimberley-Bowen
Others (less than 20%)
Total
Total holders
2,344,348
1,758,261
-
2,533,297
6,635,906
22
5,642,702
4,232,026
-
3,511,544
13,386,272
20
-
-
1,500,000
1,150,000
2,650,000
8
As at 7 October 2021, there are 1,350,000 Performance Rights issued under an
employee incentive scheme.
7. On-Market Buy-back
There is no current on-market buy-back for icetana Limited securities.
8. Restricted Securities
Category
Number
ASX or
Voluntary
End of Escrow Period
Shares
Shares
34,346,968 ASX
33,373,576 Voluntary The earlier of:
23 December 2021
- 23 December 2021; or
- the 10-Day VWAP exceeding $0.50, provided
that
this is at least 15 months after admission to ASX
and the aggregate value of Shares traded on ASX
during that 10 trading day period exceeding
$1,000,000
9. Other ASX Required Information
During the period between admission to the Official List of ASX and the end of the
reporting period, the Company used the cash, and assets in a form readily
convertible to cash, that it had at the time of admission to the ASX, in a way
consistent with its business objectives. This statement is made pursuant to ASX
Listing Rule 4.10.19.