Pointerra Limited
ABN 39 078 388 155
Annual Report
For the year ended 30 June 2020
Corporate Information
Pointerra Limited
ABN 39 078 388 155
Directors
Ian Olson, Managing Director
Paul Farrell, Non-Executive Director
Neville Bassett, Non-Executive Director (Chairman)
Company Secretary
Neville Bassett
Registered Office
Level 4, 216 St Georges Terrace
Perth, WA 6000
Telephone:
Facsimile:
+61 8 6268 2622
+61 8 6268 2699
Principal Office
Level 2, 27 Railway Road
Subiaco, WA 6008
Internet
Website:
Email:
www.pointerra.com
info@pointerra.com
Auditor
Bentleys Audit & Corporate (WA) Pty Ltd
Level 3, 216 St Georges Terrace
Perth, WA 6000
Share Registry
Advanced Share Registry Services Ltd
110 Stirling Highway
Nedlands, WA 6009
Email:
Telephone:
Facsimile:
admin@advancedshare.com.au
+61 8 9389 8033
+61 8 9262 3723
Solicitors
Steinepreis Paganin
Level 4, The Read Buildings
16 Milligan Street
Perth, WA 6000
Telephone:
Facsimile:
+61 8 9321 4000
+61 8 9262 3723
Stock Exchange Listing
Pointerra Limited shares are listed on the Australian Securities Exchange (ASX Code: 3DP)
Pointerra Limited
ABN 39 078 388 155
Annual Report 2020
Table of Contents
Directors’ Report ................................................................................................................................. 1
Auditor’s Independence Declaration ................................................................................................. 14
Consolidated Statement of Profit or Loss and Other Comprehensive Income ................................. 15
Consolidated Statement of Financial Position .................................................................................. 16
Consolidated Statement of Changes in Equity ................................................................................. 17
Condensed Consolidated Statement of Cash Flows ........................................................................ 18
Notes to the Financial Statements .................................................................................................... 19
Directors' Declaration ........................................................................................................................ 42
Independent Auditor’s Report ........................................................................................................... 43
Corporate Governance Statement .................................................................................................... 48
Additional Information for Shareholders ............................................................................................ 49
Directors’ Report
The directors of Pointerra Limited (“the Company”) present their report, together with the financial statements of the Company, for
the financial year ended 30 June 2020.
The names of the directors in office at any time during or since the end of the year are:
NAME OF PERSON
POSITION
DATE APPOINTED
Ian Olson
Paul Farrell
Managing Director
30 June 2016
Non-executive Director
9 November 2018
Neville Bassett
Non-executive Director
30 June 2016
Information on Directors
Mr Ian Olson – Managing Director
CA, B.Com, MAICD
Mr Olson is a Chartered Accountant and professional public company director with a 30-year career in finance and the capital
markets sector and has helped numerous high-growth companies move from private to public status via the ASX and International
stock exchanges. Mr Olson started his career with Ernst & Young and has worked in London and New York with global investment
banks. He is also the Non-Executive Chairman of Gage Roads Brewing Co Ltd.
In addition to being one of the co-founders of Pointerra in 2015, Mr Olson has more than 13 years’ experience in the geospatial
sector, having previously owned and operated a surveying business that specialised in the generation of 3D data for customers
in the mining, oil & gas and AEC sectors.
Mr Neville Bassett – Non-Executive Director (Chairman)
AM, FCA
Mr Bassett is a Chartered Accountant operating his own corporate consulting business, specialising in the area of corporate,
financial and management advisory services. He consults to a number of publicly listed companies and private company groups
in a diversity of industry sectors, and is a director or company secretary of a number of public and private companies. Mr Bassett
has been involved with numerous public company listings and capital raisings. His involvement in the corporate arena has also
included mergers and acquisitions, and includes significant knowledge and exposure to the Australian financial markets. He has
a wealth of experience in matters pertaining to the Corporations Act, ASX listing requirements, corporate taxation and finance.
Mr Bassett is the principal director of Westar Capital Limited, the holder of an Australian Financial Services License and is a Fellow
of Chartered Accountants Australia and New Zealand. He was previously State Chairman and a former National Director of the
Royal Flying Doctor Service.
Mr Paul Farrell – Non-Executive Director
B.Sc, GDip Mgt, MBA
Mr Farrell is the Managing Director of NGIS Australia, which was established in 1993 and has grown from being a boutique map
maker and digitising house to an integrated provider of mapping and location-based technology solutions to large enterprise
nationally and internationally, working with globally recognised technology companies such as Google.
Mr Farrell has tertiary qualifications in both Science and Management, completing an MBA in 2005. Outside of NGIS, Paul is
involved and has sat on many private, government and research boards including the WA Regional Development Trust and
Frontier SI. He is a past National Chairman of SIBA (Spatial Industry Business Association) and Vice-Chair of the AIIA (Australian
Information Industry Association) in WA.
Pointerra Limited ABN 39 078 388 155
1
Directors’ Report
Directorships of other listed companies
Directorships of other listed companies held by directors during the 3 years immediately before the end of the financial year are
as follows:
Name
Company
Period of directorship
Mr Ian Olson
Gage Roads Brewing Co Limited
(Non-executive Chairman)
12 November 2007 – current
Mr Neville Bassett
Longford Resources Ltd
(Non-executive Chairman)
22 March 2004 – 31 October 2017
Meteoric Resources NL
29 November 2012 – 4 December 2017
Vector Resources Ltd
Metalsearch Ltd (Formerly
Laconia Resources Ltd)
Auris Minerals Ltd
PharmAust Ltd
Yowie Group Ltd
Blina Minerals Ltd
22 April 2010 – 4 January 2018
8 May 2015 – 16 October 2019
20 April 2018 - current
2 October 2018 - current
5 August 2019 - current
28 November 2019 - current
Pointerra Limited ABN 39 078 388 155
2
Directors’ Report
Directors’ interests in shares and options
At the date of this report, the direct and indirect interests of the Directors in the ordinary shares and options of the Company were:
Ian Olson
Neville Bassett
Paul Farrell
Directors’ meetings
Ordinary shares
Options
46,814,889
4,732,266
3,000,000
-
-
-
Attendances by each Director at directors’ meetings during the year were as follows:
Directors Meetings
Number Eligible to
Attend
Number Attended
Ian Olson
Neville Bassett
Paul Farrell
4
4
4
4
4
4
Directors’ meetings held during the year, included above, do not include meetings held via circular resolution. Directors held an
additional 8 meetings via circular resolution, attended by all directors, for a total of 12 meetings.
Company Secretary
Mr Neville Bassett – appointed 30 June 2016.
For further information about Mr Bassett, please refer to the information on directors in this Directors’ Report.
Principal Activities
Pointerra is a West Australia headquartered company with operations in the US, focused on the global commercialisation of its
proprietary 3D Data as a Service (DaaS) solution to support digital asset management activities across a range of sectors,
including civil infrastructure, mining, oil & gas, architecture, engineering & construction, and government agencies at all levels.
Pointerra’s cloud-based solution is based on compression, visualisation and analytics algorithms, which index massive 3D
datasets, for which Pointerra has both granted and provisional Patent Applications in a range of countries and jurisdictions. The
processed and hosted 3D data can be dynamically searched, accessed, visualised, analysed and shared by anyone, anywhere,
on any device and at any time.
Review of Operations
Sales & Platform
During the year the Company continued to generate growth in sales and cash receipts across all key customer sectors, increasing
the number of paying customers and regularly reporting (on a quarterly basis) cumulative Annual Contract Value (ACV) of
Pointerra’s DaaS, Analytics as a Service (AaaS) and Data Processing as a Service (DPaaS) customers.
The launch of Pointerra’s AaaS solution during FY19 broadened the appeal of the Company’s platform, attracting new customers
and prospects as well as growing sales from existing DaaS customers in Australia and the US. During FY20 the Company’s R&D
team continued to work with customers and partners to build-out the DPaaS solution and the AaaS stack, responding to the simple
questions that Pointerra uses in determining the suitability of its platform:
• What asset management problems are you trying to solve? (using 3D data); and/or
• What questions are you trying to ask of 3D data?
Responding to growth in demand for Pointerra’s solution, the Company made a number of appointments during the year to support
the R&D team and the Company’s business development and sales activities. Pleasingly, Pointerra has become a destination
employer in the geospatial sector in the US, Australia and internationally, which means that the Company’s management team is
able to hand-pick the right people to help continue to underpin platform development and customer growth.
Pointerra Limited ABN 39 078 388 155
3
Directors’ Report
Corporate
In November 2019 the Company undertook a placement of 50 million shares in the Company at a price of $0.05, raising $2.5
million before costs. The shares were placed to institutional and sophisticated investors that qualify under section 708 of the
Corporations Act. The capital raising, which was managed by Pointerra’s corporate advisor (Canary Capital), was over- subscribed
and attracted interest from both existing shareholders and new investors. The placement represented less than 9% of the
Company’s fully diluted capital structure.
Financial Review
During the year the Company grew cash receipts from customers to $1.84 million from $0.85 million in FY19 and reported ACV
subscription growth from $1.85 million (July 2019) to $4.00 million by July 2020. Operating cash outflows were in line
with management expectations during the year. During August and September the Company completed and lodged its R&D
refund claim of $0.53 million in respect of the FY20 year. This refund was received in September 2020.
The Company continues to operate a lean, agile, low-cost operating model as it scales customer sales and will continue to add
R&D and sales resources in line with growth in the sales pipeline. This culminated in Pointerra’s first ever cashflow positive quarter
(Q4 FY20) during the current, financial year. The Company notes that quarter-on-quarter cash receipts may continue to be variable
as new customers are on-boarded following contract award with a variety of different payment cycles including monthly, quarterly,
annually and even multi-year in advance agreements. This ongoing variability in quarterly cash receipts is however expected to
smooth out in time as ACV continues to grow and the size and diversity of Pointerra’s portfolio of DaaS, AaaS and DPaaS
customers continues to mature.
COVID-19
Pointerra team members now reside in 3 Australian and 4 US states and apart from the head office in Subiaco, Western Australia,
the Company has operated a work-from-home environment since 2018 for the non-Western Australian team members.
Since the global outbreak of the COVID-19 pandemic, Pointerra has followed and adopted hygiene, health and work practice
advice from relevant state and federal health departments and agencies in Australia and the US.
To date COVID-19 has had minimal impact on the ability of Pointerra’s team to continue to operate the Company’s business. The
Board has considered a range of operational risk management initiatives, which will continue to be monitored in this fluid and
rapidly changing global environment.
First and foremost, the safety of our people will continue to remain a priority.
Operating Results
The loss for the financial year after providing for income tax was $2,525,453 (2019: $1,907,036 (loss)).
Financial Position
As at 30 June 2020, the Company had cash of $2,336,873 (2019: $947,336) and net assets of $1,218,825 (2019: $735,971).
Future Developments
The Company will continue to commercialise its technology via its DPaaS, DaaS and AaaS recurring subscription-based revenue
model. Pointerra’s ultimate vision is to create an online marketplace for the massive amounts of 3D data captured by the private
and public sectors globally.
Dividends Paid or Recommended
No dividends were paid or declared since the start of the financial year.
Environmental Issues
The Company has a policy of at least complying, but in most cases exceeding, its environmental performance obligations. No
environmental breaches have been notified by any government agency during the year ended 30 June 2020. The Board believes
that the Company has adequate systems in place for the management of its environmental regulations.
Pointerra Limited ABN 39 078 388 155
4
Directors’ Report
Shares under Option
At the date of this report, the unissued ordinary shares of Pointerra Limited under option are as follows:
Number under option
Average
Exercise price
Date of expiry
785,000 unlisted options
3,705,000 unlisted options
$0.06
$0.09
19 Mar 21
19 Mar 21
Refer to Note 18 for further information on terms of options.
Indemnifying officers or auditor
During or since the end of the financial year the Company has given an indemnity or entered into an agreement to indemnify, or
paid or agreed to pay insurance premiums as follows:
•
The Company has entered into agreements to indemnify all Directors and provide access to documents, against any liability
arising from a claim brought by a third party against the Company. The agreement provides for the company to pay all
damages and costs which may be awarded against the Directors.
•
No indemnity has been paid to auditors.
Remuneration Report (audited)
This report details the nature and amount of the remuneration for each member of key management personnel of Pointerra Limited
for the year ended 30 June 2020.
For the purposes of this report, Key Management Personnel of the company are defined as those persons having authority and
responsibility for planning, directing and controlling the major activities of the Company, directly or indirectly. The Company did
not have any other key management personnel other than its Directors.
For the purposes of this Remuneration Report, the term ‘Executive’ encompasses all Directors and the Company Secretary of the
company.
Pointerra Limited ABN 39 078 388 155
5
Directors’ Report
Remuneration Philosophy
The performance of the company depends upon the quality of its Directors and Executives. To prosper, the company must attract,
motivate and retain highly skilled Directors and Executives.
To this end, the company embodies the following principles in its remuneration framework:
‘The Board as a whole is responsible for considering remuneration policies and packages applicable both to board members and
senior executives of the company. The Board remuneration policy is to ensure the remuneration package, which is not linked to
the performance of the company, properly reflects the person’s duties and responsibilities and that remuneration is competitive in
attracting, retaining and motivating people of the highest quality.’
Remuneration Structure
In accordance with best practice corporate governance, the structure of non-executive director and senior manager remuneration
is separate and distinct. The company does not engage remuneration consultants.
Non-executive Director Remuneration
Objective
The Board seeks to set aggregate remuneration at a level which provides the company with the ability to attract and retain directors
of the highest calibre, whilst incurring a cost which is acceptable to shareholders.
Structure
The Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors shall be determined
from time to time by a general meeting. An amount not exceeding the amount determined is then divided between the Directors
as agreed. The current aggregate remuneration pool is $500,000 per year.
The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst
Directors is reviewed annually. The Board may consider advice from external consultants as well as the fees paid to non-executive
Directors of comparable companies when undertaking the annual review process. Each director receives a fee for being a Director
of the company.
Non-executive Directors are encouraged by the Board to hold shares in the company. It is considered good governance for
directors to have a stake in the Company on whose board he or she sits.
Voting on the Remuneration Report
At the Company’s 2019 Annual General Meeting a resolution to adopt the 2019 Remuneration Report was put to vote and passed
unanimously on a show of hands, with the proxy received also indicating majority (99%) support in favour of adopting the
Remuneration Report.
Managing Director and Executive Remuneration Structure
Based on the current stage in the company’s development, its size, structure and strategies, the Board considers that the key
performance indicator in assessing the performance of Executives and their contribution towards increasing shareholder value is
commercially based, inclusive of share price performance over the review period.
Individual and company operating targets associated with traditional financial and non-financial measures are difficult to set given
the small number of Executives and their need to be flexible and multi-tasked, as the company responds to a continually changing
business environment. Consequently, a formal process of defining Key Performance Indicators (KPI’s) and setting targets against
the KPI’s has not been adopted at the present time.
The proportion of fixed remuneration and variable remuneration is established for each Executive by the Board.
Fixed Remuneration
The level of fixed remuneration is set so as to provide a base level of remuneration, which is both appropriate to the position and
is competitive in the market. Fixed remuneration is reviewed annually by the Board; having regard to the Company and individual
performance, relevant comparable remuneration in the industry sector and, where appropriate, external advice. Executives receive
their fixed remuneration in cash.
Pointerra Limited ABN 39 078 388 155
6
Directors’ Report
Variable Remuneration – Short-Term Incentive (STI)
The objective of the STI is to link the achievement of corporate and operational objectives over the year with the remuneration
received by the Executives charged with achieving that increase. The total potential STI available is set at a level so as to provide
sufficient incentive to the Executives to achieve the performance goals and such that the cost to the company is reasonable in the
circumstances.
Annual STI payments granted to each Executive depend on their performance over the preceding year and are based on
recommendations from the Managing Director and/or the Chairman following collaboration with the Board. Typically included are
measures such as contribution to strategic initiatives, risk management and leadership/team contribution.
The aggregate of annual STI payments available for Executives across the company is subject to the approval of the Board.
Payments are usually delivered as a cash bonus. There were no STI payments made during the financial year.
Variable Remuneration – Long-Term Incentive (LTI)
The objective of the LTI plan is to reward Executives in a manner, which aligns the element of remuneration with the creation of
shareholder wealth. As such LTI’s are made to Executives who are able to influence the generation of shareholder wealth and
thus have an impact on the company’s performance.
The level of LTI granted is, in turn, dependent on a number of factors including, the seniority of the Executive and the
responsibilities the Executive assumes in the company.
LTI grants to Executives are delivered in the form of options. These options are issued at an exercise price determined by the
Board at the time of issue.
Typically, the grant of LTIs occurs at the commencement of employment or in the event that the individual receives a promotion
and, as such, is not subsequently affected by the individual’s performance over time.
However, under certain circumstances, including breach of employment conditions, the Directors may cause the options to expire
prior to their vesting date. In addition, individual performance is more commonly rewarded over time by STIs.
No LTI options were issued during the financial year.
Company performance, shareholder wealth and Director and executive remuneration
The remuneration policy has been tailored to increase goal congruence between shareholders, Directors and executives. Options
issued to Directors have an exercise price higher than the current share price of the Company.
The table below shows the performance of the Company for the five years to 30 June 2020:
2020
2019
2018
2017
2016
Net profit / (loss)
($2,525,453)
($1,907,036)
($1,660,843)
($1,304,751)
($2,757,663)
Revenue
1,228,165
443,504
312,068
Earnings per share
Share price at year end
(0.45)
$0.040
(0.37)
$0.046
(0.41)
$0.043
4,635
(0.40)
$0.025
-
Note 1
Note 1
Note 1. The Company was readmitted to quotation on the ASX on 11 July 2016.
Pointerra Limited ABN 39 078 388 155
7
Directors’ Report
Employment Details of Members of Key Management Personnel
The following table provides employment details of persons who were, during the financial year, members of key management
personnel of the Company. The table also illustrates the proportion of remuneration that was performance and non-performance
based and the proportion of remuneration received in the form of options, or loan shares.
Position
Contract details
Proportions of elements of remuneration
Proportions of elements of remuneration not
(duration and
termination)
related to performance
related to performance
Non-salary
cash-based
Shares/
Options/
Fixed Salary/
Employee loan
incentives
Units
Rights
Fees
Shares
%
%
%
%
%
Total
%
Key
Management
Personnel
Ian Olson
Managing
Ongoing commencing 30
-
Director
June 2016. 6 months’
notice to terminate.
Neville Bassett Chairman
Service agreement in place
-
with termination upon
resignation, non-election at
shareholders meeting or
prohibited by law.
Paul Farrell
Director
Service agreement in place
-
with termination upon
resignation, non-election at
shareholders meeting or
prohibited by law.
-
-
-
-
-
-
59
41
100
39
61
100
39
61
100
Pointerra Limited ABN 39 078 388 155
8
Directors’ Report
Details of remuneration for the year ended 30 June 2020
Name
Short-term benefits
Post-employment
benefits
Share-based
payments
Share-based
payments
Total
Performance
related
Cash
salary & fees
$
36,000
240,000
36,000
312,000
Non-
cash
benefit
$
-
-
-
-
Superannuation
$
-
22,800
-
22,800
Options
$
-
-
-
-
Employee loan
Shares
(1)
$
55,908
186,359
$
91,908
449,159
55,908
91,908
298,175
632,975
%
-
-
-
-
Paul Farrell
Ian Olson
Neville
Bassett
(1) During the year ended 30 June 2020, remuneration in the form of Employee Loan Shares were issued to KMP and
employees. See Note 18, and below at ‘Employee Loan Shares’.
Details of remuneration for the year ended 30 June 2019
Name
Short-term benefits
Robert Newman
Paul Farrell
Ian Olson
Graham Griffiths
Neville Bassett
Cash
salary & fees
$
12,000
24,000
240,000
30,000
36,000
342,000
Non-cash
benefit
$
-
-
-
-
-
-
Post-
employment
benefits
Superannuation
$
-
-
22,800
-
-
22,800
Share-based
payments
Total
Performance
related
Options
$
-
-
-
-
-
-
$
12,000
24,000
262,800
30,000
36,000
364,800
%
-
-
-
-
-
-
Pointerra Limited ABN 39 078 388 155
9
Directors’ Report
Ordinary Shares Held by Key Management Personnel – 30 June 2020
Key Management
Person
Paul Farrell
Ian Olson
Neville Bassett
Balance
at beginning of
year
-
37,514,889
1,732,266
39,247,155
Granted as
remuneration
during year
(1)
3,000,000
10,000,000
3,000,000
16,000,000
Issued on
exercise of
options
during year
-
-
-
-
Other changes
during the year
-
-
-
-
Balance
at end of year
3,000,000
47,514,889
4,732,266
55,247,155
(1) During the year ended 30 June 2020, remuneration in the form of Employee Loan Shares were issued to KMP and
employees. See Note 18, and below at ‘Employee Loan Shares’.
Ordinary Shares Held by Key Management Personnel – 30 June 2019
Key Management
Person
Robert Newman (1)
Paul Farrell
Ian Olson
Graham Griffiths (2)
Neville Bassett
Balance
at beginning of
year
13,160,632
Granted as
remuneration
during year
-
Issued on
exercise of
options
during year
-
-
37,514,889
3,816,666
1,732,266
56,224,453
-
-
-
-
-
-
-
-
-
-
(1) Resigned as Director on 9 November 2018
(2) Ceased as Director on 7 February 2019
Options Held by Key Management Personnel – 30 June 2020
Other changes
during the year
(13,160,632)
-
-
(3,816,666)
Balance
at end of year
-
-
37,514,889
-
-
1,732,266
(16,977,298)
39,247,155
Key Management
Person
Ian Olson
Neville Bassett
Paul Farrell
Balance
at beginning of
year
-
-
-
-
Granted as
remuneration
during year
-
-
-
-
Issued on
exercise of
options during
year
-
-
-
-
Other changes
during the year
-
Balance
at end of year
-
Vested and
exercisable
at end of year
-
-
-
-
-
-
-
-
-
-
Options Held by Key Management Personnel – 30 June 2019
Key Management
Person
Robert Newman
Ian Olson
Graham Griffiths
Neville Bassett
Balance
at beginning of
year
5,000,000
Granted as
remuneration
during year
-
30,000,000
20,000,000
5,000,000
60,000,000
-
-
-
-
Issued on
exercise of
options during
year
-
-
-
-
-
Other changes
during the year
(5,000,000)
Balance
at end of year
-
Vested and
exercisable
at end of year
-
(30,000,000)
(20,000,000)
(5,000,000)
(60,000,000)
-
-
-
-
-
-
-
-
Pointerra Limited ABN 39 078 388 155
10
Directors’ Report
Employee loan shares
During the year ended 30 June 2020, remuneration in the form of Employee Loan Shares were issued to KMP and employees.
Key Management Personnel
Participant
Number
issued
Grant
date
Share
price at
date of
issue
Paul Farrell
3,000,000
07.05.20
$0.032
Ian Olson
10,000,000
07.05.20
$0.032
Loan
Price
$0.060
$0.060
Neville
Bassett
3,000,000
07.05.20
$0.032
$0.060
Vesting
condition
Expected
Volatility
Date of
expiry
Risk
free
interest
rate
Value
per loan
share
Valuation
Nil
Nil
Nil
89.75%
89.75%
30.04.25
0.41%
$0.0186
$55,908
30.04.25
0.41%
$0.0186
$186,359
89.75%
30.04.25
0.41%
$0.0186
$55,908
Total
16,000,000
Vesting conditions
$298,175
The key terms of the Employee Share Plan (ESP) and of each limited recourse loan provided under the Plan are as follows:
-
-
-
-
-
-
-
-
The loan will be interest free;
The loan made available to a Participant shall be applied by the Company directly toward payment of the issue price of the
Shares;
The loan repayment date is five years from the date of issue;
A Participant must repay the Loan in full by the loan repayment date but may elect to repay the Loan amount in respect of
any or all of the Shares at any time prior to the loan repayment date;
The Company shall have a lien over the Shares in respect of which a Loan is outstanding and the Company shall be entitled
to sell those Shares in accordance with the terms of the ISP;
A loan will be non-recourse except against the Shares held by the Participant to which the loan relates;
The Board may, in its absolute discretion, agree to forgive a Loan made to a Participant; and
The total loan will be $0.06 per Share which shall be deemed to have been drawn down at Settlement upon issue of the Loan
Shares.
Sale of Loan Shares
Shares may be subject to restriction conditions (such as a period of employment) which must be satisfied before the Shares can
be sold, transferred, or encumbered. Shares cannot be sold, transferred or encumbered until any loan in relation to the Shares
has been repaid or otherwise discharged under the ESP.
Related party transactions
No related party transactions were entered into during the year.
-End of Remuneration Report-
Pointerra Limited ABN 39 078 388 155
11
Directors’ Report
Subsequent events
No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect
the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years,
other than the following:
- On 14 July 2020, the Company announced that Australian tech entrepreneur Bevan Slattery had invested $2.5 million in
the Company via the placement of 50 million shares at $0.05 per share. Funds to be used to accelerate the Company’s
global expansion;
-
-
-
7,510,000 options with varying expiry dates and exercise prices have been exercised, raising $419,450;
The Company received its R&D refund of $527,758 on 30 September 2020; and
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has had no significant impact on the Group
up to 30 June 2020, 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.
Non-audit services
No non-audit services were provided by the auditor during the year.
Explanation for differences between 4E and Annual Report
As indicated in the Company’s ‘Appendix 4E – Preliminary final report, for the year ended 30 June 2020’, and lodged on the ASX
platform on the 31 August 2020, at the time of lodgement, the accounts were in the process of being audited. In the period
following lodgement of the 4E, a number of adjustments were processed. The following table provides a reconciliation between
the Company’s Appendix 4E and the Annual Report.
Consolidated statement of profit or loss
and other comprehensive income
&
Consolidated statement of financial
position
Loss before income tax for the year
Total Assets
Total Liabilities
Net Assets/Equity
Appendix 4E
$
2,806,464
3,499,521
2,561,142
938,379
Statutory
Adjustments
Financial Report
$
(Annual Report)
$
2,525,453
3,519,276
2,300,451
1,218,825
(281,011)
19,755
(260,691)
(280,446)
The adjustments indicated were general in nature and mainly related to the over-provision and accrual of employee benefits.
Pointerra Limited ABN 39 078 388 155
12
Directors’ Report
Auditor’s Independence Declaration
The lead auditor’s independence declaration as required under section 307C of the Corporations Act 2001 has been received and
can be found directly following the directors’ report.
This Report of the Directors, incorporating the Remuneration Report, is signed in accordance with a resolution of the Board of
Directors made pursuant to s.298(2) of the Corporations Act of 2001.
Ian Olson
Director
30 September 2020
Pointerra Limited ABN 39 078 388 155
13
Auditor’s Independence Declaration
Pointerra Limited ABN 39 078 388 155
14
Consolidated Statement of Profit or Loss and Other Comprehensive Income
for the year ended 30 June 2020
Revenue
Other income
Cost of Services
Administrative expenses
Advertising and marketing expenses
Compliance and regulatory expenses
Research and development expenses
Share based payment expenses
Other expenses
Loss before income tax
Income tax expense
Note
2020
$
2019
$
1,228,165
443,504
6
7
8
18
9
3
692,134
(146,093)
492,018
(29,000)
(1,710,288)
(1,055,704)
(8,334)
(22,143)
(133,549)
(183,732)
(1,213,237)
(1,087,207)
(690,885)
(13,601)
(543,366)
(451,171)
(2,525,453)
(1,907,036)
-
-
Loss after income tax for the year
(2,525,453)
(1,907,036)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations
(5,300)
(9,371)
Total comprehensive loss for the year attributable to members of the
Company
(2,530,753)
(1,916,407)
Earnings per share
Cents
Cents
Basic and diluted loss per share
15
(0.45)
(0.37)
The accompanying notes form part of these financial statements
Pointerra Limited ABN 39 078 388 155
15
Consolidated Statement of Financial Position
as at 30 June 2020
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Plant and equipment
Intangible assets
Right of use assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Lease liabilities
Deferred revenue
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Lease Liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Note
2020
$
2019
$
10
11
12
13
26
14
27
27
2,336,873
602,990
41,696
947,336
535,560
80,649
2,981,559
1,563,545
82,411
74,501
380,805
58,735
60,431
-
537,717
119,166
3,519,276
1,682,711
793,317
81,586
811,210
268,501
500,112
-
282,359
164,269
1,954,614
946,740
345,837
345,837
-
-
2,300,451
946,740
1,218,825
735,971
16
17
9,175,895
6,821,694
2,238,424
1,552,839
(10,195,494)
(7,638,562)
1,218,825
735,971
The accompanying notes form part of these financial statements
Pointerra Limited ABN 39 078 388 155
16
Consolidated Statement of Changes in Equity
for the year ended 30 June 2020
Note
Issued
Capital
$
Option
Reserves
Foreign exchange
reserve
Accumulated
Losses
$
$
$
Total
$
BALANCE AT 1 JULY 2018
5,728,469
1,550,551
(1,942)
(5,731,526)
1,545,552
Loss for the year
Other comprehensive income
Total comprehensive loss
for the year
Transactions with owners
Recorded directly in equity
-
-
-
Share issued
1,150,000
Share issue transaction costs
(56,775)
-
-
-
-
-
Share-based payments
18
-
13,601
-
(1,907,036)
(1,907,036)
(9,371)
-
(9,371)
(9,371)
(1,907,036)
(1,916,407)
-
-
-
-
-
-
1,150,000
(56,775)
13,601
BALANCE AT 30 JUNE 2019
6,821,694
1,564,152
(11,313)
(7,638,562)
735,971
BALANCE AT 1 JULY 2019
6,821,694
1,564,152
(11,313)
(7,638,562)
Effects of AASB 16
Loss for the year
Other comprehensive income
Total comprehensive loss
for the year
Transactions with owners
recorded directly in equity
Share issued
Share issue transaction costs
-
-
-
-
2,500,000
(145,799)
-
-
-
-
-
-
Share-based payments
18
-
690,885
(31,479)
735,971
(31,479)
(2,525,453)
(2,525,453)
-
-
(5,300)
-
(5,300)
(5,300)
(2,525,453)
(2,530,753)
-
-
-
-
-
-
2,500,000
(145,799)
690,885
BALANCE AT 30 JUNE 2020
9,175,895
2,255,037
(16,613)
(10,195,494)
1,218,825
The accompanying notes form part of these financial statements
Pointerra Limited ABN 39 078 388 155
17
Consolidated Statement of Cash Flows
for the year ended 30 June 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Interest and other costs of finance paid
Interest received
Government grants and tax incentives
Note
2020
$
2019
$
1,843,086
851,860
(3,207,303)
(2,803,353)
(28,665)
(2,713)
1,309
19,083
589,167
486,903
Net Cash Used In Operating Activities
22(b)
(802,406)
(1,448,220)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments to acquire property, plant and equipment
Payments to acquire intangible and other assets
Net Cash Used In Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issues of shares
Payment of share issue and recapitalisation related costs
Lease payments
Net Cash Provided By Financing Activities
Net increase/(decrease) in cash held
Effect of movement in exchange rates on cash held
Cash and Cash Equivalents at beginning of the period
(60,476)
(29,300)
(36,238)
(30,812)
(96,714)
(60,112)
2,500,000
1,150,000
(159,880)
(62,454)
(29,761)
-
2,310,359
1,087,546
1,411,239
(420,786)
(21,702)
(17,712)
947,336
1,385,834
Cash and Cash Equivalents at the end of the period
22(a)
2,336,873
947,336
The accompanying notes form part of these financial statements
Pointerra Limited ABN 39 078 388 155
18
Notes to the Financial Statements
for the year ended 30 June 2020
NOTE 1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Pointerra Limited is a for-profit company limited by shares incorporated in Australia whose shares are publicly traded on the ASX.
The registered office is:
C/- Westar Capital Limited, Level 4, 216 St Georges Terrace, Perth WA 6000
The principal place of business is:
Level 2, 27 Railway Road, Subiaco WA 6008
The financial report for the year ended 30 June 2020 was authorised for issue in accordance with a resolution of the Directors on
30 September 2020.
NOTE 2. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
The consolidated financial statements are general purpose financial statements which have been prepared in accordance with
Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) and the
Corporations Act 2001. The consolidated financial statements also comply with International Financial Reporting Standards
(IFRS) adopted by the International Accounting Standards Board (IASB).
The consolidated financial statements comprise the financial statements of Pointerra Limited and its subsidiaries at the reporting
date (the “Group”).
The consolidated financial statements have been prepared on an accruals basis and are measured at historical cost, except for
assets and liabilities acquired in business combinations, which are initially measured at fair value. All amounts are presented in
Australian dollars.
Accounting policies have been consistently applied, unless otherwise stated.
Going Concern
The consolidated financial statements have been prepared on the going concern basis, which contemplates continuity of normal
business activities and the realisation of assets and settlements of liabilities in the ordinary course of business.
As at 30 June 2020, the Group had cash and cash equivalents of $2,336,873 (2019: $947,336) and had a working capital
surplus of $1,026,945 (2019: $616,805). The Group incurred an operating loss of $2,525,453 for the year ended 30 June 2020
(2019: $1,907,036) and net cash outflows from operating activities amounting to $802,406 (2019: $1,448,220). Subsequent to
year end, the Group has raised $2,500,000 through the issue of new shares, received $419,450 on the exercise of options and
$527,758 from receipt of its R&D refund.
The Directors have prepared a cash flow forecast which indicates that the Group will have sufficient cash flows to meet all
commitments and working capital requirements for the 12 month period from the date of signing this financial report. The
Directors believe it is appropriate to prepare these accounts on a going concern basis because of the following factors:
•
•
•
the Directors have an appropriate plan to grow its revenue and generate positive cash flows from operations;
the Group has the ability to issue additional shares to raise further capital. The Group has been successful in doing this
previously, as evidenced by the $2,500,000 raised via the issue of new shares, subsequent to the year-end; and
the Group has the ability to curtail discretionary expenditure as and when required in order to manage its cash flows.
Based on the cashflow forecast and other factors referred to above, the Directors are satisfied that the going concern basis of
preparation is appropriate.
Acquisition of Pointerra Pty Ltd
On 30 June 2016, Pointerra Limited (formerly Soil Sub Technologies Limited) acquired 100% of the ordinary share capital of
Pointerra Pty Ltd. In accordance with reverse asset acquisition accounting principles under AASB 3 Business Combinations,
Pointerra Pty Ltd is the deemed acquirer of Soil Sub Technologies Limited.
Basis of consolidation
Subsidiaries are fully consolidated from the date the Group obtains control until such time as control ceases. The Group controls
an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability
to affect those returns through its power to direct the activities of the entity.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent
accounting policies. In preparing the consolidated financial statements, all intercompany balances and transactions, income and
expenses and profit and losses arising from intra-group transactions are eliminated in full.
Pointerra Limited ABN 39 078 388 155
19
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. The acquisition method involves
recognising at acquisition date, separately from goodwill, the identifiable assets acquired, the liabilities assumed and any non-
controlling interest in the acquiree. The identifiable assets acquired and the liabilities assumed are measured at their acquisition
date fair values. The difference between the above items and the fair value of the consideration (including the fair value of any
pre-existing investment in the acquiree) is goodwill or a discount on acquisition.
Investments in subsidiaries are accounted for at cost in the separate financial statements of Pointerra Limited.
Income tax
The income tax expense / (benefit) for the year comprises current income tax expense / (income) and deferred tax expense /
(income).
Current income tax expense charged to profit or loss is the tax payable on taxable income calculated using applicable income
tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities / (assets) are therefore measured at the
amounts expected to be paid to / (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year and
unused tax losses.
Current and deferred income tax expense / (benefit) is charged or credited directly to equity instead of profit or loss when the tax
relates to items that are credited or charged directly to equity.
Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully
expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an
asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is
realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also
reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable
that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred
tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it
is not probable that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement
or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are
offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by
the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement
or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant
amounts of deferred tax assets or liabilities are expected to be recovered or settled.
Tax consolidation legislation
Pointerra Limited and its wholly-owned Australian subsidiary have not implemented tax consolidation legislation.
Plant and equipment
Plant and equipment are measured on the cost basis and therefore carried at cost less accumulated depreciation and any
accumulated impairment. In the event the carrying amount of plant and equipment is greater than the estimated recoverable
amount, the carrying amount is written down immediately to the estimated recoverable amount and impairment losses are
recognised either in the profit and loss or as a revaluation decrease if the impairment losses relate to a revalued asset. A formal
assessment of recoverable amount is made when impairment indicators are present.
The carrying amount of plant and equipment is reviewed annually by the Directors to ensure it is not in excess of the
recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that
will be received from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to
their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be
measured reliably. All other repairs and maintenance are charged to profit or loss during the financial period in which they are
incurred.
Pointerra Limited ABN 39 078 388 155
20
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 2. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Intangibles
Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Group and have
finite useful lives are measured at cost less accumulated amortisation and any accumulated impairment losses.
Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to
which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in profit
or loss as incurred.
Amortisation is calculated to write off the cost of intangible assets less their estimated residual values using the straight-line
method over their estimated useful lives, and is generally recognised in profit or loss. Goodwill is not amortised.
The estimated useful lives for current and comparative periods are as follows:
– patents and trademarks:
5–20 years
Financial Instruments
Initial recognition and measurement
Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes a party to
the contractual provisions of the instrument.
Financial instruments are initially measured at fair value plus transactions costs where the instrument is not classified as at fair
value through profit or loss. Transaction costs related to instruments classified as at fair value through profit or loss are
expensed to profit or loss immediately. Financial instruments are classified and measured as set out below.
Classification and subsequent measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants. The fair value of an asset or a liability is measured using the assumptions that market participants would
use when pricing the assets or liability, assuming the market participants acts in their economic best interests.
The Group does not designate any interests in subsidiaries, associates or joint venture entities as being subject to the
requirements of accounting standards specifically applicable to financial instruments.
(i)
(ii)
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in
an active market and are subsequently measured at amortised cost.
Loans and receivables are included in current assets, except for those which are not expected to mature within 12
months after the end of the reporting period. (All other loans and receivables are classified as non-current assets.)
Financial liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost. Gains
or losses are recognised in profit and loss through the amortisation process and when the financial liability is
derecognised.
Derivative instruments
The Group does not trade or hold derivatives.
Financial guarantees
The Group has no material financial guarantees.
Impairment of assets
At the end of each reporting period, the Company assesses whether there is any indication that an asset may be impaired. The
assessment will include the consideration of external and internal sources of information including dividends received from
subsidiaries, associates or jointly controlled entities deemed to be out of pre-acquisition profits. If such an indication exists, an
impairment test is carried out on the asset by comparing the recoverable amount of the asset, being the higher of the asset’s fair
value less costs to sell and value in use, to the asset’s carrying value. Any excess of the asset’s carrying value over its
recoverable amount is expensed to the statement of comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable
amount of the cash-generating unit to which the asset belongs.
Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.
Employee Benefits
Liabilities for wages and salaries, including non-monetary benefits, and annual leave expected to be settled within twelve
months after the end of the period in which the employees render the related service are recognised in respect of employees’
services up to the end of the reporting date and are measured at the amounts expected to be paid when the liabilities are
settled. The liability for annual leave is recognised in the provision for employee benefits. No liabilities are recognised for non-
accumulating sick leave.
Pointerra Limited ABN 39 078 388 155
21
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 2. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
The liability for long service leave and other employee entitlements expected to be settled more than 12 months from the
reporting date is recognised and measured as 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, experience of employee departures, and years of service. Expected future payments are discounted
using market yields at the reporting date on corporate bonds with terms to maturity and currencies that match, as closely as
possible, the estimated future cash outflows.
Contributions to defined contribution superannuation funds are recognised as an expense as they become payable.
Foreign currency translation
Functional and presentation currency
The financial report is presented in Australian dollars, which is the Company’s functional currency.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the
transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at
historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair
value are reported at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in profit or loss, except where deferred in
equity as a qualifying cash flow or net investment hedge.
Exchange differences arising on the translation of non-monetary items are recognised directly in other comprehensive income to
the extent that the underlying gain or loss is recognised in other comprehensive income; otherwise the exchange difference is
recognised in profit or loss.
Share-based payment transactions
The Company measures the cost of equity-settled transactions with Directors and 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 an internal valuation using a Black-
Scholes and Monte Carlo option pricing model.
For equity transactions with consultants and other employees, the fair value reflects the value attributable to services where
applicable. Where there is no quantifiable value of services, the value of options is calculated using the Black-Scholes and
Monte Carlo option pricing model, or the quoted bid price where applicable.
Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments
with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within short-term borrowings in
current liabilities on the balance sheet.
Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Company prior to the end of the financial
year which are unpaid. The amounts are unsecured and are usually paid within thirty days of recognition. Trade and other
payables are presented as current liabilities unless payment is not due within twelve months from the reporting date. They are
recognised at their fair value and subsequently measured at amortised cost using the effective interest method.
Issued capital
Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Any transaction costs
arising on the issue of ordinary shares are recognised directly in equity as a reduction net of tax of the share proceeds received.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit or loss attributable to owners of the Company, excluding any costs
of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the
financial year, adjusted for any bonus elements in ordinary shares issued during the 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-tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and
the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of
all dilutive potential ordinary shares.
Pointerra Limited ABN 39 078 388 155
22
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 2. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Revenue and other income
Revenue is measured at the fair value of the consideration received or receivable after taking into account any trade discounts
and volume rebates allowed. Any consideration deferred is treated as the provision of finance and is discounted at a rate of
interest that is generally accepted in the market for similar arrangements. The difference between the amount initially
recognised and the amount ultimately received is interest revenue.
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.
Revenue from the rendering of a service is recognised upon the delivery of the service to the customers.
All revenue is stated net of the amount of goods and services tax (GST).
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not
recoverable from the Australian Taxation Office. In these circumstances, the GST is recognised as part of the cost of acquisition
of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown
inclusive of GST.
Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and
financing activities, which are disclosed as operating cash flows.
Comparatives
When required by accounting standards, comparative figures have been adjusted to conform to changes in presentation for the
current financial year.
Critical accounting estimates and judgments
The Directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best
available current information. Estimates assume a reasonable expectation of future events and are based on current trends and
economic data, obtained both externally and within the Company.
Key Estimate – Share-based payments
The Company measures the cost of equity-settled transactions with Directors and employees by reference to the fair value of
the equity instruments at the date at which they are granted. The fair value is determined using the Black-Scholes and Monte
Carlo model using the assumptions disclosed in Note 18. The accounting estimates and assumptions relating to equity settled
share-based payments used would have no impact on assets and liabilities within the next reporting period but may impact
expenses and equity.
Key Estimate/Judgement – Pay-check Protection Program
The Company received $100,545 loan proceeds from the US federal government, under the Pay-check Protection Program (PPP),
during the financial year ended 30 June 2020. The loan bears a fixed interest rate of 1% per annum. The loan and any accrued
interest are forgivable at the end of the loan deferral period if the loan proceeds have been used for qualifying purposes. In the
Company’s opinion, loan funds received during the period, were utilised to support qualifying payroll functions. The company has
used the loan proceeds for purposes consistent with the PPP, and accordingly, the Company has met the conditions for forgiveness
of the loan. Loan proceeds have therefore been recorded as Other Income (Note 6).
Key Judgement - 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 Group, based on known information. This consideration extends to the nature of the supply chain, staffing and
geographic regions in which the Group 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 Group unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19)
pandemic.
Pointerra Limited ABN 39 078 388 155
23
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
Accounting Standards that are mandatorily effective for the current reporting year
The Group 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.
The following Accounting Standards and Interpretations are most relevant to the Group.
AASB 16: Leases has replaced AASB 117: Leases with a mandatory effective date for the Group of 1 July 2019.
The key change under AASB 16, and impact on the Group, is the requirement that operating leases be recognised on-balance
sheet through the recognition of a Right-of-Use (ROU) Asset and Lease Liability. Lease expenditure is also no longer recognised
as operating expenditure, but instead as depreciation and interest. This change directly impacts EBITDA (earnings before finance
costs, income tax expense, and depreciation and amortisation), which is a key metric used by the Group.
AASB 16 eliminates the previous operating/finance lease dual accounting model for leases. Instead, there is a single, on-balance
sheet accounting model, similar to previous finance lease accounting. The assessment of whether a contract contains a lease
determines whether the arrangement is recognised on- or off- balance sheet.
Definition of a Lease
A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration, and all three must be met in order for the contract to contain a lease and the entity therefore be able
to apply lease accounting under AASB 16:
• Contract contains an identified asset;
•
•
The lessee obtains substantially all the economic benefits from the use of the assets; and
The lessee directs the use of the asset
Transition
The Group transitioned to AASB 16 from 1 July 2019, using the “modified retrospective” transition method whereby the right-of-
use asset has been calculated at its carrying amount as if AASB 16 had been applied since the lease commencement date, but
discounted using the Group’s incremental borrowing rate at the date of initial application.
Under this method, there was no requirement to restate comparatives.
On transition the Group elected to apply the practical expedient to ‘grandfather’ the assessment of which contracts are leases –
AASB 16 lease accounting is only applied to those contracts previously identified to contain a lease under AASB 117. The new
lease definition requirement is only applied to those contracts entered after the date of initial application.
In applying the modified retrospective approach to leases previously classified as operating leases under AASB 117, the Group
has elected, on a lease-by-lease basis, whether to apply a number of practical expedients on transition. Pointerra has applied a
number of the practical expedients and exemptions including:
•
The application of a single discount rate to a portfolio of leases with reasonably similar characteristics;
• Recognition exemption for short-term and low value leases – Leases which have a lease term of less than 12 months or are
less than A$10,000 in annual value will not be accounted for under AASB 16;
• Utilising previous assessments of onerous leases;
•
The use of hindsight in determining the lease term.
Another practical expedient that was available to the Group, is to not separate non-lease components from lease components,
and instead account for each lease component and any associated non-lease components as a single lease component. The
Group did not elect to combine lease and non-lease components for its property leases. As such, the calculated lease liability
excludes an estimate of the stand-alone price of the non-lease component.
Pointerra Limited ABN 39 078 388 155
24
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
The Group applied judgement to determine the lease term for some contracts in which it is a lessee that include renewal options.
The assessment of whether the Group is reasonably certain to exercise such options impacts on the lease term, which significantly
affects the amount of lease liabilities and right-of-use assets recognised.
Impact on Retained Earnings at Transition
On transition to AASB 16, the Group recognised additional right-of-use assets and lease liabilities, recognising the difference in
retained earnings. The impact on transition is summarised below.
Right-of-use assets
Lease Liabilities
Transition impact for AASB 16 recognised in opening Retained
earnings / (Accumulated losses)
1 July 2019
429,032
(460,511)
(31,479)
Retained earnings / (Accumulated losses) as at 30 June 2019
(7,638,562)
Transition impact for AASB 16
(31,479)
Restated Retained earnings / (Accumulated losses) as at 1 July 2019
(7,670,041)
under AASB 16
When measuring lease liabilities for leases that were classified as operating leases, the Group discounted lease payments using
a borrowing rate of 5.3% at 1 July 2019.
Impacts for the period
As a result of initially applying AASB 16, in relation to the leases that were previously classified as operating leases, the Group
recognised $429,032 of right-of-use assets and $460,511 of lease liabilities as at 1 July 2019.
Also, in relation to those leases under AASB 16, the Group has recognised depreciation and interest costs, instead of operating
lease expenses. During the twelve months ended 30 June 2020, the Group recognised $48,227 of depreciation charges and
$24,043 of interest costs from these leases.
There was no change in the Group’s approach to calculating Net Tangible Assets (NTA), as allowed by the standard. The Group’s
NTA is calculated as the net of net assets (excluding net deferred tax, non-controlling interest and intangible assets) over fully
paid ordinary shares.
Pointerra Limited ABN 39 078 388 155
25
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 3. INCOME TAX
–
(a) The components of tax expense comprise:
Current
Deferred
2020
2019
$
-
-
$
-
-
(b) Reconciliation of income tax expense to prima facie tax payable
The prima facie tax on profit from ordinary activities before income tax is
reconciled to income tax expense as follows:
Prima facie tax on operating loss at 27.5% (2019: 27.5%)
(694,500)
(524,435)
Add / (Less):
Tax effect of:
Non-assessable income
Research & Development refundable offset
Other permanent differences
Deferred tax assets not brought to account
Income tax expense/(benefit)
(c) Deferred tax assets
Accrued expenses
Capital raising costs
Tax losses
Total deferred tax assets
Set-off deferred tax liabilities pursuant to set-off provisions
Less deferred tax assets not recognised
Net deferred tax assets
(d) Deferred tax liabilities
Other
Set-off deferred tax liabilities
Net deferred tax liabilities
(e) Tax losses
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit @ 27.5%
The benefit for tax losses will only be obtained if:
(162,321)
(194,118)
191,024
859,915
-
164,936
404,472
1,005,534
1,574,942
(44,824)
(132,635)
(173,953)
5,265
825,758
-
84,843
364,377
758,633
1,207,853
(45,155)
(1,530,118)
(1,162,698)
-
-
44,824
(44,824)
45,155
(45,155)
-
-
-
-
-
-
i.
ii.
iii.
The company and group derive future assessable income of a nature and an amount sufficient to enable the benefit from the
deductions for the losses to be realised;
The company and group continue to comply with the conditions for deductibility imposed by law; and
No changes to the tax legislation adversely affect the ability of the company and group to realise these benefits.
Pointerra Limited ABN 39 078 388 155
26
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 4. AUDITOR’S REMUNERATION
–
Remuneration of the auditor for:
- Auditing or reviewing the financial report
2020
$
41,477
41,477
2019
$
31,658
31,658
NOTE 5. KEY MANAGEMENT PERSONNEL COMPENSATION AND RELATED PARTY TRANSACTIONS
Key management personnel compensation
Short-term employee benefits
Post-employment benefits
Share-based payments
NOTE 6. OTHER INCOME
Research and development refundable tax offset
Other Income – US Govt Grant
Cashflow Boost
Interest Income
NOTE 7. ADMINISTRATIVE EXPENSES
Accounting and audit fees
Consulting and contracting expenses
Director fees
Employee benefits expense
NOTE 8. RESEARCH AND DEVELOPMENT EXPENSES
Employee benefits expense
Other research and development expenses
NOTE 9. OTHER EXPENSES
Depreciation and amortisation expense
Legal fees
General operating expenses
312,000
22,800
298,175
632,975
342,000
22,800
-
364,800
527,758
472,935
100,545
62,500
1,331
692,134
-
-
19,083
492,018
(138,261)
(60,000)
(72,000)
(1,440,027)
(117,164)
(55,000)
(102,000)
(781,540)
(1,710,288)
(1,055,704)
(838,593)
(374,644)
(890,310)
(196,897)
(1,213,237)
(1,087,207)
(104,314)
(5,989)
(433,063)
(543,366)
(50,613)
(1,622)
(398,936)
(451,171)
Pointerra Limited ABN 39 078 388 155
27
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 10. CASH AND CASH EQUIVALENTS
Cash at bank
Deposits on call
NOTE 11. TRADE AND OTHER RECEIVABLES
Trade receivables
R&D tax offset receivable
GST receivable
2020
$
2,286,873
50,000
2,336,873
60,227
527,758
15,005
602,990
2019
$
897,336
50,000
947,336
43,410
472,935
19,215
535,560
The average credit period on provision of services is 25 days (2019: 29 days) and no interest is charged on trade receivables.
Trade receivables disclosed above include amounts (see below for aged analysis) that are past due at the end of the reporting
period for which the Group has not recognised an allowance for doubtful debts because there has not been a significant
change in credit quality and the amounts are still considered recoverable.
Age of receivables that are past due but not impaired
60-90 days
91-120 days
121+ days
Total
Average age (days)
-
-
-
-
-
1,760
880
-
2,640
103
In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade
receivable from the date credit was initially granted up to the end of the reporting period. The concentration of credit risk is
limited due to the fact that the customer base is unrelated.
NOTE 12. PLANT AND EQUIPMENT
At cost
Accumulated depreciation
Movement in the carrying amounts or plant and equipment during the year:
Balance at beginning of year
Additions
Depreciation expense
Balance at end of year
181,733
(99,322)
82,411
124,503
(65,768)
58,735
58,735
57,230
(33,554)
82,411
60,706
25,621
(27,592)
58,735
Pointerra Limited ABN 39 078 388 155
28
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 13. INTANGIBLE ASSETS
At cost
Accumulated amortisation
Movement in the carrying amounts or intangible assets during the year:
Balance at beginning of year
Additions
Amortisation expense
Balance at end of year
Intangible assets consist of patents and website development costs.
NOTE 14. TRADE AND OTHER PAYABLES
CURRENT
Unsecured Liabilities:
Trade Payables
Sundry creditors and accrued expense
All amounts are expected to be settled on 30-day terms.
NOTE 15. EARNINGS PER SHARE
–
2020
$
146,564
(72,063)
74,501
60,431
36,603
(22,533)
74,501
2019
$
109,960
(49,529)
60,431
53,689
29,781
(23,039)
60,431
371,688
421,629
793,317
193,577
306,535
500,112
Earnings used in calculating basic loss per share
(2,525,453)
(1,907,036)
Movements:
No.
No.
Weighted average number of ordinary shares used as the denominator in calculating
basic loss per share
558,806,674
508,920,437
This calculation does not include instruments that could potentially dilute basic earnings per share in the future, as these
instruments are anti-dilutive, since their inclusion would reduce the loss per share.
Pointerra Limited ABN 39 078 388 155
29
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 16. ISSUED CAPITAL
–
613,223,112 (2019: 521,223,112) fully paid ordinary shares
Less: capital raising fees
Net issued capital
Movements:
As at 1 July 2018
Capital raising
Share issue costs
As at 30 June 2019
Capital raising
Employee loan shares (1)
Share issue costs
As at 30 June 2020
2020
$
2019
$
10,589,925
8,146,700
(1,414,030)
(1,325,006)
9,175,895
6,821,694
$
No.
5,728,469
493,842,159
1,150,000
27,380,953
(56,775)
-
6,821,694
521,223,112
2,500,000
-
(145,799)
50,000,000
42,000,000
-
9,175,895
613,223,112
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of
shares held.
At the shareholders’ meetings, each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder
has one vote on a show of hands.
(1) During the year ended 30 June 2020, remuneration in the form of Employee Loan Shares were issued to KMP and
employees. See Note 18.
Year ended 30 June 2020
On 5 November 2019, 50,000,000 shares were placed to institutional and sophisticated investors at a price of $0.05, raising
$2.5 million before costs.
Year ended 30 June 2019
On 11 December 2018, 27,380,953 shares were placed to institutional and sophisticated investors at a price of $0.042, raising
$1.15 million before costs.
Pointerra Limited ABN 39 078 388 155
30
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 16. ISSUED CAPITAL (continued)
Options
As at the reporting date, the following options over unissued ordinary shares were outstanding:
-
-
-
-
4,000,000 options expiring 25 September 2020 at an exercise price of $0.05
4,000,000 options expiring 19 March 2021 at an exercise price of $0.06
4,000,000 options expiring 19 March 2021 at an exercise price of $0.09
5,000,000 options expiring 2 August 2020 at an exercise price of $0.05
Capital Management
The Directors' objectives when managing capital are to ensure that the Company can fund its operations and continue as a
going concern, so that they may continue to provide returns for shareholders and benefits for other stakeholders.
Due to the nature of the Company's activities, the Company does not have ready access to credit facilities, with the primary
source of funding being equity raisings. Therefore, the focus of the Company's capital risk management is the current working
capital position against the requirements of the Company to meet business development and corporate overheads. The
Company's strategy is to ensure appropriate liquidity is maintained to meet anticipated operating requirements, with a view to
initiating appropriate capital raisings as required.
NOTE 17. RESERVES
Option Reserves
Balance at beginning of year
Issuance of Employee loan shares
Options vesting over multiple periods
Forfeiture of options
Balance at end of year
Foreign Exchange Reserves
Balance at beginning of year
Foreign currency translation difference
Balance at end of year
2020
$
2019
$
1,564,152
1,550,551
660,032
30,853
-
-
63,520
(49,919)
2,255,037
1,564,152
(11,313)
(5,300)
(16,613)
(1,942)
(9,371)
(11,313)
Pointerra Limited ABN 39 078 388 155
31
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 18. SHARE-BASED PAYMENTS
(a) Options issued to employees
3,000,000 incentive options with an expiry date of 20 May 2020 and an exercise price of $0.07 were issued on 21 March 2018
pursuant to the Pointerra Ltd Employee Option Plan. The options were valued at $0.0358 and during the year end 30 June
2018, $29,937 was expensed as share-based payments. These options were subject to a vesting service condition of
continuous employment. These conditions have since not been satisfied, therefore during the year ended 30 June 2019 the
previously expensed share-based payments amount was reversed.
3,000,000 incentive options with an expiry date of 20 May 2020 and an exercise price of $0.07 were issued on 21 March 2018
pursuant to the Pointerra Ltd Employee Option Plan. The options were valued at $0.0358 and during the year end 30 June
2018, $19,982 was expensed as share-based payments. These options were subject to a vesting service condition of
continuous employment. These conditions have since not been satisfied, therefore during the year ended 30 June 2019 the
previously expensed share-based payments amount was reversed.
2,500,000 incentive options with an expiry date of 2 August 2020 and an exercise price of $0.05 were issued on 23 November
2018 pursuant to the Pointerra Ltd Employee Option Plan. The options were valued at $0.0189 and were expensed as share-
based payments, during the year end 30 June 2020 ($5,992 was expensed).
2,500,000 incentive options with an expiry date of 2 August 2020 and an exercise price of $0.05 were issued on 23 November
2018 pursuant to the Pointerra Ltd Employee Option Plan. The options were valued at $0.0189 and were expensed as share-
based payments, during the year end 30 June 2020 ($24,861 was expensed).
(b) Option valuation assumptions
The fair value of the options granted was estimated as at the date of grant using a Black-Scholes option valuation model and a
Monte Carlo simulation valuation model. The following table lists the inputs to the models:
Dividend yield
Expected
Risk-free interest
Expected life
Share price at
(%)
volatility (%)
rate (%)
(years)
grant date
2019
Employee Incentive Scheme
Options - issued 23 Nov 18
Employee Incentive Scheme
Options - issued 23 Nov 18
Nil
Nil
79
79
2.03
2.03
1.7
1.7
0.048
0.048
Pointerra Limited ABN 39 078 388 155
32
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 18. SHARE-BASED PAYMENTS (continued)
(c) Options outstanding at end of year
The following table illustrates the number and weighted average exercise prices (WAEP) of share options granted as share-
based payments on issue during the year.
Outstanding at 1 July
Granted during the year
Forfeited during the year
Expired during the year
Outstanding at 30 June
2020
Number
17,000,000
-
-
-
2020 WAEP
$
0.07
-
-
-
17,000,000
0.07
2019
Number
125,000,000
5,000,000
(6,000,000)
(107,000,000)
17,000,000
2019 WAEP
$
0.05
0.05
0.07
0.05
0.07
The weighted average remaining contractual life for options outstanding as at 30 June 2020 was 4.7 years (2019: 1.5 years).
(d) Share-based Payments summary
Value
Class
Quantity
Grant date
recognised
Expiry date
during year
Exercise
price
Value
Vesting date
recognised in
future years
2019
Options
Options
Options
Options
2020
Options
Options
(3,000,000)
21/03/2018
(29,937)
(3,000,000)
21/03/2018
(19,982)
-
-
2,500,000
2,500,000
23/11/2018
23/11/2018
41,195
22,325
13,601
02/08/2020
02/08/2020
2,500,000
2,500,000
23/11/2018
23/11/2018
5,992
24,861
02/08/2020
02/08/2020
Loan Shares
35,000,000
07/05/2020
652,248
06/05/2025
Loan Shares
7,000,000
07/05/2020
7,784
06/05/2025
690,885
-
-
0.05
0.05
0.05
0.05
0.06
0.06
-
-
-
-
-
-
07/05/2020
-
-
5,992
24,862
-
-
-
Note 1
122,667
Note 1.
Vesting over multiple periods.
7million loan shares are subject to the following vesting conditions. Conditions shall cease to apply upon the holders remaining
continually employed by the Company throughout the vesting period:
- One-third on the first anniversary of commencement of employment;
- One-third on the second anniversary of commencement of employment; and
- One-third on the third anniversary of commencement of employment
For the period ended 30 June 2020, $7,784 was recognised in the consolidated statement of profit and loss and other
comprehensive income.
Pointerra Limited ABN 39 078 388 155
33
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 18. SHARE-BASED PAYMENTS (continued)
Employee loan shares
During the year ended 30 June 2020, remuneration in the form of Employee Loan Shares were issued to Key Management
Personnel and employees.
Key Management Personnel
Participant
Number
issued
Grant
date
Share
price at
date of
issue
Paul Farrell
3,000,000
07.05.20
$0.032
Ian Olson
10,000,000
07.05.20
$0.032
Exercise
price
$0.060
$0.060
Neville
Bassett
3,000,000
07.05.20
$0.032
$0.060
Vesting
condition
s
Expected
Volatility
Date of
expiry
Risk
free
interest
rate
Value
per loan
share
Valuation
Nil
Nil
Nil
89.75%
30.04.25
0.41%
$0.0186
$55,908
89.75%
30.04.25
0.41%
$0.0186
$186,350
89.75%
30.04.25
0.41%
$0.0186
$55,908
Total
16,000,000
Employees
$298,166
Participant
Number
issued
Grant
date
Share
price at
date of
issue
Exercise
price
Vesting
condition
s
Expected
Volatility
Date of
expiry
Risk
free
interest
rate
Value
per loan
share
Valuation
Employees
19,000,000
07.05.20
$0.032
$0.060
Nil
89.75%
30.04.25
0.41%
$0.0186
$354,082
Employees
Note 1
7,000,000
07.05.20
$0.032
$0.060
Note 1
89.75%
30.04.25
0.41%
$0.0186
$130,451
Total
26,000,000
$484,533
Note 1. 7 million loan shares are subject to the following vesting conditions. Conditions shall cease to apply upon the holders
remaining continually employed by the Company throughout the vesting period:
- One-third on the first anniversary of commencement of employment;
- One-third on the second anniversary of commencement of employment; and
- One-third on the third anniversary of commencement of employment
For the period ended 30 June 2020, $7,784 was recognised in the consolidated statement of profit and loss and other
comprehensive income.
The Loan Shares represent an option arrangement. Those with vesting conditions attached to the Loan Shares will be expensed
over the vesting period.
Vesting conditions
The key terms of the Employee Share Plan and of each limited recourse loan provided under the Plan are as follows:
-
-
-
-
-
-
-
-
The loan will be interest free;
The loan made available to a Participant shall be applied by the Company directly toward payment of the issue price of the
Shares;
The loan repayment date is 5 years from the date of issue;
A Participant must repay the Loan in full by the loan repayment date but may elect to repay the Loan amount in respect of
any or all of the Shares at any time prior to the loan repayment date;
The Company shall have a lien over the Shares in respect of which a Loan is outstanding and the Company shall be entitled
to sell those Shares in accordance with the terms of the ISP;
A Loan will be non-recourse except against the Shares held by the Participant to which the loan relates;
The Board may, in its absolute discretion, agree to forgive a Loan made to a Participant; and
The total loan will be $0.06 per Share which shall be deemed to have been drawn down at Settlement upon issue of the Loan
Shares
Pointerra Limited ABN 39 078 388 155
34
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 18. SHARE-BASED PAYMENTS (continued)
Sale of Loan Shares
Shares may be subject to restriction conditions (such as a period of employment) which must be satisfied before the Shares can
be sold, transferred, or encumbered. Shares cannot be sold, transferred or encumbered until any loan in relation to the Shares
has been repaid or otherwise discharged under the ISP.
NOTE 19. COMMITMENT
Commitments
Not later than 1 year
Later than 1 year and not later than 5 years
Later than 5 years
2020
$
-
-
-
2019
$
45,000
136,045
-
The Group has entered into a rental contract for the lease of office space from a third party.
The lease liability is now recognised in the balance sheet, in line with AASB 16. Refer to Note 27.
NOTE 20. CONTINGENT LIABILITIES AND ASSETS
There are no contingent assets or liabilities.
NOTE 21. OPERATING SEGMENTS
The Group has only one reportable segment, being the development and commercialisation of its unique 3D geospatial data
technology.
Pointerra Limited ABN 39 078 388 155
35
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 22. CASH FLOW INFORMATION
(a) Reconciliation of cash
2020
$
2019
$
Cash at the end of the financial year as shown in the Statement of Cash
Flows is reconciled to the related items in the balance sheet as follows:
Cash and cash equivalents
2,336,873
947,336
(b) Reconciliation of cash flow from operations with operating profit
after income tax
Operating loss after income tax
Non-cash flows in loss from ordinary activities
Depreciation and amortisation
Share-based payments
Foreign exchange
Changes in assets and liabilities
(2,525,453)
(1,907,036)
56,087
690,885
31,646
50,631
13,601
(38,101)
(Increase)/Decrease in trade and other receivables
(28,477)
78,695
(Increase)/Decrease in right to use assets
Increase in trade and other payables
Increase in Lease liabilities
Increase in Deferred revenue
Increase in Provisions
(380,805)
293,205
427,423
528,851
104,232
-
22,057
-
282,359
49,574
Net Cash Used In Operating Activities
(802,406)
(1,448,220)
NOTE 23. EVENTS AFTER THE BALANCE SHEET DATE
No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect
the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years,
other than the following:
- On 14 July 2020, the Company announced that Australian tech entrepreneur Bevan Slattery had invested $2.5million in
the Company via the placement of 50 million shares at $0.05 per share. Funds to be used to accelerate the Company’s
global expansion;
-
-
-
7,510,000 options with varying expiry dates and exercise prices have been exercised, raising $419,450;
The Company received its R&D refund of $527,758 on 29 September 2020; and
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has had no significant impact on the Group
up to 30 June 2020, 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.
Pointerra Limited ABN 39 078 388 155
36
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 24. FINANCIAL INSTRUMENTS
(a) Financial Risk Management
The Company's financial instruments consist mainly of deposits with banks and accounts payable. The main purpose of
non-derivative financial instruments are to raise finance for company operations. The Company does not have any
derivative instruments at 30 June 2020.
i.
Liquidity Risk
Liquidity risk arises from the possibility that the company might encounter difficulty in settling its debts or otherwise
meeting its obligations related to financial liabilities.
The Company manages liquidity risk by continuously monitoring forecast and actual cash flows and ensuring sufficient
cash and marketable securities are available to meet the current and future commitments of the Company. Due to the
nature of the Company's activities, the Company does not have ready access to credit facilities, with the primary source of
funding being equity raisings. The Board of Directors constantly monitor the state of equity markets in conjunction with the
Company's current and future funding requirements, with a view to initiating appropriate capital raisings as required. Any
surplus funds are invested with major financial institutions.
The financial liabilities of the Company are confined to trade and other payables and lease liabilities, as disclosed in the
statement of financial position. All trade and other payables are non-interest bearing and due within 12 months of the
reporting date. Lease liabilities are non-interest bearing and have fixed terms of repayment.
ii. Market Risk
The Board meets on a regular basis to analyse currency and interest rate exposure and to evaluate treasury management
strategies in the context of the most recent economic conditions and forecasts.
iii.
Interest rate risk
Exposure to interest rate risk arises on financial assets and financial liabilities recognised at the end of the reporting period
whereby a future change in interest rates will affect future cash flows or the fair value of fixed rate financial instruments.
The Company is also exposed to earnings volatility on floating rate instruments. Interest rate risk is not material to the
Company as no debt arrangements have been entered into.
iv. Foreign exchange risk
The Group undertakes certain transactions denominated in foreign currency and is exposed to foreign currency risk
through foreign exchange rate 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 measured using sensitivity analysis and
cash flow forecasting.
The Group had net liabilities denominated in foreign currencies in USD (AUD equivalent $556,622) as at 30 June 2020.
Based on this exposure, had the Australian dollar weakened by 10%/strengthened by 5% against this foreign currency,
with all other variables held constant, the Groups loss before tax for the year would have been $55,662 lower/$27,831
higher and equity would have been $55,662 lower/$27,831 higher. The percentage change is the expected overall volatility
of the significant currencies, which is based on management’s assessment of reasonable possible fluctuations taking into
consideration movements over the last 6 months each year and the spot rate at each reporting date. The actual foreign
exchange loss for the year ended 30 June 2020 was $7,901 (2019: $8,056).
Pointerra Limited ABN 39 078 388 155
37
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 24. FINANCIAL INSTRUMENTS (continued)
v. Credit Risk
Credit risk related to balances with banks and other financial institutions is managed by the Directors in accordance with
approved Board policy. Such policy requires that surplus funds are only invested with counterparties with a Standard &
Poor's rating of at least AA-. The following table provides information regarding the credit risk relating to cash and money
market securities based on Standard & Poor's counterparty credit ratings.
Cash and cash equivalents
- AA- Rated
(b) Interest Rate Risk
2020
$
2019
$
2,336,873
947,336
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of
changes in market interest rates and the effective weighted average interest rate for each class of financial assets and
financial liabilities comprises:
2020
Floating
interest rate
Fixed interest
Fixed interest
maturing in
maturing over
1 year or less
1 to 5 years
Non-interest
bearing
$
$
$
$
Total
$
Financial assets
Cash and cash equivalents
2,336,873
Trade and other receivables
-
2,336,873
Weighted average interest rate
0.05%
Financial liabilities
Trade and other payables
Lease liability
-
-
-
-
-
-
0%
-
-
-
-
-
-
-
2,336,873
644,686
644,686
644,686
2,981,559
0%
0%
-
-
-
793,317
793,317
427,423
427,423
1,220,740
1,220,740
2019
Floating
interest rate
Fixed interest
Fixed interest
maturing in
maturing over
1 year or less
1 to 5 years
Non-interest
bearing
$
$
$
$
Financial assets
Cash and cash equivalents
947,336
Trade and other receivables
-
947,336
Weighted average interest rate
0.09%
Financial liabilities
Trade and other payables
-
-
-
-
-
0%
-
-
-
-
-
0%
-
-
-
535,560
535,560
0%
500,112
500,112
Total
$
947,336
535,560
1,482,896
500,112
500,112
Pointerra Limited ABN 39 078 388 155
38
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 24. FINANCIAL INSTRUMENTS (continued)
Sensitivity Analysis
The sensitivity analysis below has been determined on the exposure to interest rates at the reporting date and on the
basis of the stipulated change taking place at the beginning of the year and held constant throughout the reporting
period. A sensitivity of 0.5% has been selected, as this is considered reasonable considering the current market
conditions (2019: 0.5%).
At 30 June 2020, if interest rates had moved, as illustrated in the table below, with all other variables held constant,
profit/(loss) would have been affected as follows:
Profit/(loss) and equity
+ 0.5% (50 basis points) (2019: +0.5% (50 basis points))
- 0.5% (50 basis points) (2019: -0.5% (50 basis points))
Fair value estimation
2020
$
11,684
(11,684)
2019
$
4,737
(4,737)
The carrying amounts of financial assets and financial liabilities are equal to their fair value based on their short-term
nature. No financial assets or liabilities are required to be measured at their fair value on a recurring basis.
Pointerra Limited ABN 39 078 388 155
39
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 25. PARENT ENTITY INFORMATION
Pointerra Limited is the legal parent entity.
Current assets
Non-current assets
Total assets
Current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
Total comprehensive loss
Legal subsidiaries
2020
$
2019
$
2,294,898
1,416,297
609,219
75,761
2,904,117
1,492,058
(1,685,292)
(1,685,292)
1,218,825
(779,260)
(779,260)
712,798
14,739,748
12,385,548
2,273,951
1,583,066
(15,794,874)
(13,255,816)
1,218,825
712,798
(2,539,058)
(3,089,519)
Name
Country of
Incorporation
Class of share
Pointerra
Australia
Ordinary
% Equity interest
% Equity interest
2020
100%
2019
100%
Technologies Pty
Ltd(i)
Principal activities
Provision of 3D
digital asset
management
solutions
Pointerra US, Inc(ii) United States of
Ordinary
100%
100%
Provision of 3D
America
i.
ii.
Acquired 30 June 2016
Incorporated 18 January 2018
digital asset
management
solutions
Pointerra Limited ABN 39 078 388 155
40
Notes to the Financial Statements
for the year ended 30 June 2020 (continued)
NOTE 26. RIGHT TO USE ASSETS
The Group’s lease portfolio includes buildings, plant and equipment. These leases have an average of 10 years as their lease
term.
1. Variable lease payments
There are a number of property leases that contain variable payment terms which correlates to the revenue generated. These
are retail stores that have up to 100% of the lease payment dependent on the store’s revenue. These terms enable the Group
to minimise fixed cost expense for store that have seasonal revenue period as well as stores that have just started business.
These variable lease payments are recognised in the statement of profit or loss in the period which it occurs.
2. Options to extend or terminate
The option to extend or terminate are contained in several of the property leases of the Group. There were no extension
options for equipment leases. These clauses provide the Group opportunities to manage leases in order to align with its
strategies. All of the extension or termination options are only exercisable by the Group. The extension options or termination
options which were probable to be exercised have been included in the calculation of the Right of use asset.
i) AASB 16 related amounts recognised in the balance sheet
Right of use assets
Leased Building
Accumulated depreciation
Total Right of use asset
Movement in carrying amounts:
Leased Buildings:
Recognised on Initial application of AASB 16 (previously classified as operating leases under AASB 117)
Depreciation expense
Net carrying amount
ii) AASB 16 related amounts recognised in the statement of profit or loss
2020
$
429,032
(48,227)
380,805
429,032
(48,227)
380,805
2020
$
48,227
24,043
29,761
Depreciation charge related to right-of-use assets
Interest expense on lease liabilities
Total cash outflows for leases
NOTE 27. LEASES
Current
Non-current
2020
$
81,586
345,837
427,423
2019
$
-
-
-
Pointerra Limited ABN 39 078 388 155
41
Directors’ Declaration
The directors of the Group, declare that:
(1)
the financial statements, notes and additional disclosures included in the directors’ report designated as audited,
of the Group are in accordance with the Corporations Act 2001, including;
(a) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements; and
(b) giving a true and fair view of the Company’s and Group’s financial position as at 30 June 2020 and of their
performance for the year ended on that date.
(2) The financial report also complies with International Financial Reporting Standards as issued by the International
Accounting Standards Board as described in Note 2 to the financial report.
(3)
In the directors' opinion, there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they become due and payable.
(4) This declaration has been made after receiving the declarations required to be made to the directors in
accordance with section 295A of the Corporations Act 2001 for the financial year ended to 30 June 2020.
This declaration is made in accordance with a resolution of the Board of Directors of Pointerra Limited.
Ian Olson
Director
30 September 2020
Pointerra Limited ABN 39 078 388 155
42
Independent Auditor’s Report
Pointerra Limited ABN 39 078 388 155
43
Independent Auditor’s Report
Pointerra Limited ABN 39 078 388 155
44
Independent Auditor’s Report
Pointerra Limited ABN 39 078 388 155
45
Independent Auditor’s Report
Pointerra Limited ABN 39 078 388 155
46
Independent Auditor’s Report
Pointerra Limited ABN 39 078 388 155
47
Corporate Governance Statement
The Board of Directors of the Company is responsible for the Corporate Governance of the Company. The Board is
committed to achieving and demonstrating the highest standard of corporate governance applied in a manner that is
appropriate to the Company’s circumstances.
The Company has taken note of the Corporate Governance Principles and Recommendations 3rd edition, which was
released by the ASX Corporate Governance Council on 27 March 2014 and became effective for the financial year
beginning on or after 1 July 2014.
The Company’s Corporate Governance Statement is current as of the date of this report and it has been approved by the
Board. The Corporate Governance Statement is available on the Company’s website at: www.pointerra.com
Pointerra Limited ABN 39 078 388 155
48
Additional Information for Shareholders
The shareholder information set out below was applicable as at 28 September 2020.
Distribution of equity securities:
Analysis of numbers of equity security holders by size of holding:
Holding
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - 999,999,999,999
Total
Less than marketable parcel
Total
holders
Number of
Shares
% of issued
capital
839
1,279
649
1,634
588
59,564
3,481,644
5,106,913
60,525,378
601,559,613
4,989
670,733,112
Holders
846
0.009
0.519
0.761
9.024
89.687
100
Units
66,713
The names of the 20 largest holders of fully paid ordinary shares as at 28 September 2020:
Name
1.
2.
3.
4.
Cartovista Pty Ltd
Bevan Andrew Slattery
Cartovista Pty Ltd
Jennifer Olson
5. Michael Freeth
6. Mark Morrison & Alison Morrison
7.
8.
9.
Blaze Jasper
HSBC Custody Nominees (Australia) Limited
Lively Enterprises Pty Ltd
10.
Jennifer Olson
11. Randal Rhoads
12.
Austral Capital Pty Ltd
13.
Keiran James Slee
14.
Jennifer Olson
15.
BNP Paribas Nominees Pty Ltd
16.
Ian Olson
17.
Kyriaco Barber Pty Ltd
18. Mark Morrison & Alison Morrison
19. Michael Freeth
20. Citicorp Nominees Pty Ltd
Total
Total all ordinary shares
Number of
shares
Percentage
60,777,958
50,000,000
24,261,426
19,983,793
17,016,407
14,586,710
12,300,000
10,763,337
10,160,632
10,000,000
9,000,000
9,000,000
8,046,301
7,977,157
7,809,405
6,077,796
5,829,096
5,822,742
5,822,742
5,752,989
9.061
7.455
3.617
2.979
2.537
2.175
1.834
1.605
1.515
1.491
1.342
1.342
1.200
1.189
1.164
0.906
0.869
0.868
0.868
0.858
300,988,491
44.875
670,733,112
Pointerra Limited ABN 39 078 388 155
49
Additional Information for Shareholders
Substantial holders:
Substantial holders in the Company are set out below:
Name
Cartovista Pty ltd
Jennifer Olson
Bevan Andrew Slattery
Restricted Securities
The Company has no restricted securities on issue.
On-market Buy-back
There is no current on-market buy-back.
Consistency with business objectives
Number of shares
86,206,051
37,960,950
50,000,000
Class of
shares
Ordinary
Ordinary
Ordinary
The Company has used its cash and assets in a form readily convertible to cash that it had at the time re-compliance in a way
consistent with its stated business objectives.
Pointerra Limited ABN 39 078 388 155
50